Cover
Cover - shares | 6 Months Ended | |
Jun. 30, 2021 | Aug. 12, 2021 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2021 | |
Document Transition Report | false | |
Entity File Number | 333-207889 | |
Entity Registrant Name | GROWGENERATION CORP | |
Entity Incorporation, State or Country Code | CO | |
Entity Tax Identification Number | 46-5008129 | |
Entity Address, Address Line One | 5619 DTC Parkway | |
Entity Address, Address Line Two | Suite 900 | |
Entity Address, City or Town | Greenwood Village | |
Entity Address, State or Province | CO | |
Entity Address, Postal Zip Code | 80111 | |
City Area Code | 800 | |
Local Phone Number | 935-8420 | |
Title of 12(b) Security | Common Stock, par value $0.001 per share | |
Trading Symbol | GRWG | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 59,607,234 | |
Current Fiscal Year End Date | --12-31 | |
Entity Central Index Key | 0001604868 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q2 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 67,155 | $ 177,912 |
Marketable securities | 57,357 | 0 |
Accounts receivable, net | 4,377 | 3,901 |
Notes receivable, current | 4,535 | 2,612 |
Inventory, net | 95,937 | 54,024 |
Income taxes receivable | 0 | 655 |
Prepaids and other current assets | 26,286 | 11,125 |
Total current assets | 255,647 | 250,229 |
Property and equipment, net | 10,455 | 6,475 |
Operating leases right-of-use assets, net | 31,661 | 12,088 |
Notes receivables, net of current portion | 1,371 | 1,200 |
Intangible assets, net | 44,279 | 21,490 |
Goodwill | 108,740 | 62,951 |
Other assets | 694 | 301 |
TOTAL ASSETS | 452,847 | 354,734 |
Current liabilities: | ||
Accounts payable | 36,481 | 14,623 |
Accrued liabilities | 2,639 | 672 |
Payroll and payroll tax liabilities | 4,412 | 2,655 |
Customer deposits | 6,793 | 5,155 |
Sales tax payable | 2,046 | 1,161 |
Income taxes payable | 1,846 | 0 |
Current maturities of lease liability | 5,464 | 3,001 |
Current portion of long-term debt | 83 | 83 |
Total current liabilities | 59,764 | 27,350 |
Deferred tax liability | 1,697 | 750 |
Operating lease liability, net of current maturities | 27,427 | 9,479 |
Long-term debt, net of current portion | 106 | 158 |
Total liabilities | 88,994 | 37,737 |
Stockholders’ Equity: | ||
Common stock | 60 | 57 |
Additional paid-in capital | 353,575 | 319,582 |
Retained earnings (deficit) | 10,218 | (2,642) |
Total stockholders’ equity | 363,853 | 316,997 |
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | $ 452,847 | $ 354,734 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Income Statement [Abstract] | ||||
Sales | $ 125,885 | $ 43,451 | $ 215,907 | $ 76,433 |
Cost of sales | 90,172 | 31,866 | 154,817 | 55,902 |
Gross profit | 35,713 | 11,585 | 61,090 | 20,531 |
Operating expenses: | ||||
Store operations | 12,624 | 3,877 | 20,806 | 7,516 |
Selling, general, and administrative | 10,563 | 4,431 | 17,968 | 11,496 |
Depreciation and amortization | 2,917 | 468 | 4,971 | 827 |
Total operating expenses | 26,104 | 8,776 | 43,745 | 19,839 |
Income from operations | 9,609 | 2,809 | 17,345 | 692 |
Other income (expense): | ||||
Other expense | (8) | (66) | (46) | (61) |
Interest income | 36 | 0 | 40 | 25 |
Interest expense | (4) | (13) | (6) | (20) |
Total non-operating income (expense), net | 24 | (79) | (12) | (56) |
Net income before taxes | 9,633 | 2,730 | 17,333 | 636 |
Provision for income taxes | (2,920) | (156) | (4,473) | (156) |
Net income | $ 6,713 | $ 2,574 | $ 12,860 | $ 480 |
Net income per share, basic (in dollars per share) | $ 0.11 | $ 0.07 | $ 0.22 | $ 0.01 |
Net income per share, diluted (in dollars per share) | $ 0.11 | $ 0.06 | $ 0.22 | $ 0.01 |
Weighted average shares outstanding, basic (in shares) | 59,061,000 | 38,617,000 | 58,588,000 | 38,224,000 |
Weighted average shares outstanding, diluted (in shares) | 60,223,000 | 41,016,000 | 59,794,000 | 40,241,000 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (Unaudited) - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-In Capital | Retained Earnings (Deficit) |
Beginning balances (in shares) at Dec. 31, 2019 | 36,876,000 | |||
Beginning balances at Dec. 31, 2019 | $ 52,809 | $ 37 | $ 60,742 | $ (7,970) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Common stock issued upon warrant exercise (in shares) | 191,000 | |||
Common stock issued upon warrant exercise | 510 | 510 | ||
Common stock issued upon cashless warrant exercise (in shares) | 19,000 | |||
Common stock issued upon cashless warrant exercise | 0 | |||
Common stock issued upon cashless exercise of options (in shares) | 280,000 | |||
Common stock issued upon cashless exercise of options | 0 | |||
Common stock issued in connection with business combinations (in shares) | 250,000 | |||
Common stock issued in connection with business combinations | 1,102 | 1,102 | ||
Common stock issued for assets (in shares) | 24,000 | |||
Common stock issued for assets | 101 | 101 | ||
Common stock issued for services (in shares) | 50,000 | |||
Common stock issued for services | 0 | |||
Common stock issued for share based compensation (in shares) | 519,000 | |||
Common stock issued for share based compensation | 1,761 | $ 1 | 1,760 | |
Share based compensation | 2,209 | 2,209 | ||
Net income (loss) | (2,094) | (2,094) | ||
Ending balances (in shares) at Mar. 31, 2020 | 38,209,000 | |||
Ending balances at Mar. 31, 2020 | 56,398 | $ 38 | 66,424 | (10,064) |
Beginning balances (in shares) at Dec. 31, 2019 | 36,876,000 | |||
Beginning balances at Dec. 31, 2019 | 52,809 | $ 37 | 60,742 | (7,970) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Net income (loss) | 480 | |||
Ending balances (in shares) at Jun. 30, 2020 | 38,846,000 | |||
Ending balances at Jun. 30, 2020 | 61,930 | $ 38 | 69,382 | (7,490) |
Beginning balances (in shares) at Mar. 31, 2020 | 38,209,000 | |||
Beginning balances at Mar. 31, 2020 | 56,398 | $ 38 | 66,424 | (10,064) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Common stock issued upon warrant exercise (in shares) | 81,000 | |||
Common stock issued upon warrant exercise | 282 | 282 | ||
Common stock issued upon cashless warrant exercise (in shares) | 78,000 | |||
Common stock issued upon cashless warrant exercise | 0 | |||
Common stock issued upon cashless exercise of options (in shares) | 30,000 | |||
Common stock issued upon cashless exercise of options | 0 | |||
Common stock issued in connection with business combinations (in shares) | 108,000 | |||
Common stock issued in connection with business combinations | 705 | 705 | ||
Common stock issued for assets (in shares) | 10,000 | |||
Common stock issued for assets | 67 | 67 | ||
Common stock issued for services (in shares) | 325,000 | |||
Common stock issued for services | 717 | 717 | ||
Common stock issued for share based compensation (in shares) | 5,000 | |||
Common stock issued for share based compensation | 25 | 25 | ||
Share based compensation | 1,162 | 1,162 | ||
Net income (loss) | 2,574 | 2,574 | ||
Ending balances (in shares) at Jun. 30, 2020 | 38,846,000 | |||
Ending balances at Jun. 30, 2020 | 61,930 | $ 38 | 69,382 | (7,490) |
Beginning balances (in shares) at Dec. 31, 2020 | 57,151,000 | |||
Beginning balances at Dec. 31, 2020 | 316,997 | $ 57 | 319,582 | (2,642) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Common stock issued upon warrant exercise (in shares) | 40,000 | |||
Common stock issued upon warrant exercise | 111 | 111 | ||
Common stock issued upon cashless warrant exercise (in shares) | 535,000 | |||
Common stock issued upon cashless warrant exercise | 0 | $ 1 | (1) | |
Common stock issued upon exercise of options (in shares) | 1,000 | |||
Common stock issued upon exercise of options | 2 | 2 | ||
Common stock issued upon cashless exercise of options (in shares) | 5,000 | |||
Common stock issued upon cashless exercise of options | 0 | |||
Common stock issued in connection with business combinations (in shares) | 548,000 | |||
Common stock issued in connection with business combinations | 29,249 | 29,249 | ||
Common stock issued for share based compensation (in shares) | 300,000 | |||
Common stock issued for share based compensation | 0 | |||
Common stock redeemed in litigation settlement (in shares) | (90,000) | |||
Common stock redeemed in litigation settlement | 0 | |||
Common stock redemption (in shares) | (96,000) | |||
Common stock redemption | (3,954) | (3,954) | ||
Share based compensation | 1,187 | 1,187 | 0 | |
Net income (loss) | 6,147 | 6,147 | ||
Ending balances (in shares) at Mar. 31, 2021 | 58,394,000 | |||
Ending balances at Mar. 31, 2021 | 349,739 | $ 58 | 346,176 | 3,505 |
Beginning balances (in shares) at Dec. 31, 2020 | 57,151,000 | |||
Beginning balances at Dec. 31, 2020 | $ 316,997 | $ 57 | 319,582 | (2,642) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Common stock issued upon exercise of options (in shares) | 753,000 | |||
Net income (loss) | $ 12,860 | |||
Ending balances (in shares) at Jun. 30, 2021 | 59,562,000 | |||
Ending balances at Jun. 30, 2021 | 363,853 | $ 60 | 353,575 | 10,218 |
Beginning balances (in shares) at Mar. 31, 2021 | 58,394,000 | |||
Beginning balances at Mar. 31, 2021 | 349,739 | $ 58 | 346,176 | 3,505 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Common stock issued upon warrant exercise (in shares) | 216,000 | |||
Common stock issued upon warrant exercise | 224 | 224 | ||
Common stock issued upon cashless warrant exercise (in shares) | 119,000 | |||
Common stock issued upon cashless warrant exercise | 0 | |||
Common stock issued upon exercise of options (in shares) | 460,000 | |||
Common stock issued upon exercise of options | 1,730 | $ 1 | 1,729 | |
Common stock issued upon cashless exercise of options (in shares) | 272,000 | |||
Common stock issued upon cashless exercise of options | 0 | |||
Common stock issued in connection with business combinations (in shares) | 101,000 | |||
Common stock issued in connection with business combinations | 3,939 | $ 1 | 3,938 | |
Share based compensation | 1,508 | 1,508 | ||
Net income (loss) | 6,713 | 6,713 | ||
Ending balances (in shares) at Jun. 30, 2021 | 59,562,000 | |||
Ending balances at Jun. 30, 2021 | $ 363,853 | $ 60 | $ 353,575 | $ 10,218 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Cash flows from operating activities: | ||
Net income | $ 12,860 | $ 480 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 4,971 | 827 |
Stock-based compensation expense | 3,241 | 5,302 |
Bad debt expense, net of recoveries | 313 | 195 |
Deferred taxes | 947 | 0 |
Changes in operating assets and liabilities: | ||
Accounts and notes receivable | (2,883) | 652 |
Inventory | (32,763) | (6,154) |
Prepaid expenses and other assets | (14,487) | (2,550) |
Accounts payable and accrued liabilities | 23,280 | 6,608 |
Operating leases | 838 | 157 |
Payroll and payroll tax liabilities | 1,757 | 272 |
Income taxes payable | 1,846 | 156 |
Customer deposits | 1,469 | (169) |
Sales tax payable | 885 | 345 |
Net cash provided by operating activities | 2,274 | 6,121 |
Cash flows from investing activities: | ||
Assets acquired in business combinations | (48,045) | (3,032) |
Purchase of marketable securities | (57,357) | 0 |
Purchase of property and equipment | (4,428) | (1,280) |
Purchase of intangibles | (1,262) | (709) |
Net cash used in investing activities | (111,092) | (5,021) |
Cash flows from financing activities: | ||
Principal payments on long term debt | (52) | (47) |
Common stock redeemed | (3,954) | 0 |
Proceeds from the sale of common stock and exercise of warrants, net of expenses | 2,067 | 792 |
Net cash provided by (used in) financing activities | (1,939) | 745 |
Net change | (110,757) | 1,845 |
Cash at the beginning of period | 177,912 | 12,979 |
Cash at the end of period | 67,155 | 14,824 |
Supplemental disclosures of non-cash activities: | ||
Cash paid for interest | 6 | 20 |
Common stock issued for accrued payroll | 0 | 718 |
Common stock issued for business combination | 33,187 | 1,808 |
Assets acquired by issuance of common stock | 0 | 168 |
Right to use assets acquired under new operating leases | $ 19,573 | $ 1,095 |
GENERAL
GENERAL | 6 Months Ended |
Jun. 30, 2021 | |
Accounting Policies [Abstract] | |
GENERAL | GENERAL GrowGeneration Corp (the “Company”, "we", or "our") is the largest chain of hydroponic garden centers in North America and is a leading marketer and distributor of nutrients, growing media, advanced indoor and greenhouse lighting, ventilation systems and accessories for hydroponic gardening. Currently, the Company owns and operates a chain of fifty-eight (58) retail hydroponic/gardening stores across 12 states, an online e-commerce platform, and proprietary businesses that market grow solutions through our platforms and other wholesale customers. The Company’s plan is to continue to acquire, open and operate hydroponic/gardening stores and related businesses throughout the United States. Basis of Presentation The accompanying interim unaudited Condensed Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and the rules and regulations of the Securities and Exchange Commission (“SEC”). Accordingly, they do not include all of the information and notes required by U.S. GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation have been included. These statements should be read in conjunction with our Annual Report on Form 10-K for the fiscal year ended December 31, 2020. The results of operations for our interim periods are not necessarily indicative of results for the full fiscal year. All amounts included in the accompanying footnotes to the consolidated financial statements, except per share data, is in thousands (000). Risk and Uncertainties The COVID-19 pandemic has created significant public health concerns as well as economic disruption, uncertainty, and volatility which may negatively affect our business operations. As a result, if the pandemic persists or worsens, our accounting estimates and assumptions could be impacted in subsequent interim reports and upon final determination at year-end, and it is reasonably possible such changes could be significant (although the potential effects cannot be estimated at this time). The Company has experienced minimal business interruption as a result of the COVID-19 pandemic. We have been deemed an “essential” business by state and local authorities in the areas in which we operate and as such have not been subject to business closures. The COVID-19 pandemic to date has resulted in temporary supply chain delays of our inventory. As events surrounding the COVID-19 pandemic can change rapidly we cannot predict how it may disrupt our operations or the full extent of the disruption. New Accounting Policies Adopted During the Six Months Ended June 30, 2021 Securities The Company classifies its commercial paper and debt securities as marketable securities. Marketable securities with available fair market values are stated at fair market values. Unrealized gains and unrealized losses on these marketable securities are reported, net of applicable income taxes, in other comprehensive income. Realized gains or losses on sale of marketable securities are computed using primarily the moving average cost and reported in net income. For the six months ended June 30, 2021, there were no significant unrealized gains or losses recorded. |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 6 Months Ended |
Jun. 30, 2021 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE MEASUREMENTS | FAIR VALUE MEASUREMENTS Fair Value Measurements Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. Financial assets and liabilities carried at fair value are to be classified and disclosed in one of the following three levels of the fair value hierarchy, of which the first two are considered observable and the last is considered unobservable: • Level 1—Quoted prices in active markets for identical assets or liabilities. • Level 2—Observable inputs (other than Level 1 quoted prices), such as quoted prices in active markets for similar assets or liabilities, quoted prices in markets that are not active for identical or similar assets or liabilities, or other inputs that are observable or can be corroborated by observable market data. • Level 3—Unobservable inputs that are supported by little or no market activity and that are significant to determining the fair value of the assets or liabilities, including pricing models, discounted cash flow methodologies and similar techniques. To the extent that the valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised by the Company in determining fair value is greatest for instruments categorized in Level 3. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. The carrying amounts of cash and cash equivalents, accounts receivable, available for sales securities, accounts payable and all other current liabilities approximate fair values due to their short-term nature. The fair value of notes receivable approximates the outstanding balance and are reviewed for impairment at least annually. The fair value of impaired notes receivable is determined based on estimated future payments discounted back to present value using the notes effective interest rate. Level June 30, December 31, Cash equivalents 2 $ 67,155 $ 177,912 Marketable securities 2 $ 57,357 $ — Notes receivable 2 $ 5,906 $ 2,937 Notes receivable impaired 3 $ — $ 875 Accounts receivable 2 $ 4,377 $ 3,901 |
RECENT ACCOUNTING PRONOUNCEMENT
RECENT ACCOUNTING PRONOUNCEMENTS | 6 Months Ended |
Jun. 30, 2021 | |
Accounting Standards Update and Change in Accounting Principle [Abstract] | |
RECENT ACCOUNTING PRONOUNCEMENTS | RECENT ACCOUNTING PRONOUNCEMENTS New Accounting Pronouncements From time to time, the Financial Accounting Standards Board (“FASB”) or other standard setting bodies issue new accounting pronouncements. Updates to the FASB Accounting Standards Codification ("ASC") are communicated through issuance of an Accounting Standards Update (“ASU”). We have implemented all new accounting pronouncements that are in effect and that may impact our financial statements. We have evaluated recently issued accounting pronouncements and determined that there is no material impact on our financial position or results of operations. As an emerging growth company, the Company is permitted to delay the adoption of new or revised accounting standards until such time as those standards apply to private companies. The Company has chosen to take advantage of the extended transition period for complying with new or revised accounting standards. Refer to Note 3 to the Consolidated Financial Statements reported in Form 10-K for the year ended December 31, 2020 for recently issued accounting pronouncements that are pending adoption. Recently Adopted Accounting Pronouncements In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement . The new guidance modifies the disclosure requirements on fair value measurements in Topic 820. The amendments in ASU 2018-13 are effective for all entities for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. The adoption of this new guidance, effective January 1, 2020, did not have a material impact on our Financial Statements. In December 2019, the FASB issued ASU 2019-12, Simplifying the Accounting for Income Taxes , to simplify the accounting for income taxes by removing certain exceptions to the general principles and also simplification of areas such as franchise taxes, step-up in tax basis goodwill, separate entity financial statements and interim recognition of enactment of tax laws or rate changes. The standard was effective for annual reporting periods beginning after December 15, 2020, including interim reporting periods within those periods. There was no material impact on our consolidated financial statements and related disclosures as a result of adopting this standard. |
REVENUE RECOGNITION
REVENUE RECOGNITION | 6 Months Ended |
Jun. 30, 2021 | |
Revenue from Contract with Customer [Abstract] | |
REVENUE RECOGNITION | REVENUE RECOGNITION The following table disaggregates revenue by source: Three Months Ended Three Months Ended Six Months Ended June 30, 2021 Six Months Ended June 30, 2020 Sales at company owned stores $ 108,911 $ 40,128 $ 190,138 $ 71,912 Distribution 4,988 — 7,823 — E-commerce sales 11,986 3,323 17,946 4,521 Total Revenues $ 125,885 $ 43,451 $ 215,907 $ 76,433 4. REVENUE RECOGNITION, continued The opening and closing balances of the Company’s customer trade receivables and customer deposit liability are as follows: Receivables Customer Deposit Liability Opening balance, January 1, 2021 $ 7,713 $ 5,155 Closing balance, June 30, 2021 10,283 6,793 Increase (decrease) $ 2,570 $ 1,638 Opening balance, January 1, 2020 $ 4,455 $ 2,504 Closing balance, June 30, 2020 3,609 2,335 Increase (decrease) $ (846) $ (169) Of the total amount of customer deposit liability as of January 1, 2021, $2,873 was reported as revenue during the six months ended June 30, 2021. Of the total amount of customer deposit liability as of January 1, 2020, $1,599 was reported as revenue during the six months ended June 30, 2020. The Company also has customer trade receivables under longer term financing arrangements at interest rates ranging from 9% to 12% with repayment terms ranging for 12 to 18 months. Long term trade receivables as of June 30, 2021 and December 31, 2020 are as follows: June 30, December 31, Note receivable $ 6,172 $ 4,104 Allowance for losses (266) (292) Notes receivable, net $ 5,906 3,812 The following table summarizes changes in notes receivable balances that have been deemed impaired. June 30, December 31, Note receivable $ 266 $ 1,166 Allowance for losses (266) (292) Notes receivable, net $ — 874 |
INVESTMENTS
INVESTMENTS | 6 Months Ended |
Jun. 30, 2021 | |
Investments [Abstract] | |
INVESTMENTS | INVESTMENTS Marketable securities have maturities of less than one year as of June 30, 2021. There were no significant realized or unrealized gains or losses for the six months ended June 30, 2021. The components of investments, available for sales securities, as of June 30, 2021 were as follows: Fair Value Level Adjusted Cost Basis Unrealized Gain (Loss) Recorded Commercial paper Level 2 $ 9,994 $ — $ 9,994 Corporate notes and bonds Level 2 47,363 — 47,363 Marketable securities $ 57,357 $ — $ 57,357 |
NOTES RECEIVABLE
NOTES RECEIVABLE | 6 Months Ended |
Jun. 30, 2021 | |
Receivables [Abstract] | |
NOTES RECEIVABLE | NOTES RECEIVABLE Notes receivable include customer trade receivables under long term financing arrangements and other note receivables not associated with customer transactions. June 30, December 31, Trade receivables under longer term financing arrangements $ 5,906 $ 3,812 Note receivable, non-customer related — — Subtotal 5,906 3,812 Less, current portion (4,535) (2,612) Notes receivable, noncurrent $ 1,371 1,200 |
PROPERTY AND EQUIPMENT
PROPERTY AND EQUIPMENT | 6 Months Ended |
Jun. 30, 2021 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY AND EQUIPMENT | PROPERTY AND EQUIPMENT June 30, December 31, Vehicles $ 2,256 $ 1,342 Building 1,107 477 Leasehold improvements 3,381 1,988 Furniture, fixtures and equipment 8,223 5,739 Total property and equipment, gross 14,967 9,546 Accumulated depreciation and amortization (4,512) (3,071) Property and equipment, net $ 10,455 $ 6,475 |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS | 6 Months Ended |
Jun. 30, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL AND INTANGIBLE ASSETS | GOODWILL AND INTANGIBLE ASSETS The changes in goodwill are as follows: June 30, 2021 December 31, Balance, beginning of period $ 62,951 $ 17,799 Goodwill additions and measurement period adjustments 45,789 45,152 Balance, end of period $ 108,740 $ 62,951 Intangible assets consist of the following: June 30, 2021 December 31, 2020 Gross Accumulated Gross Accumulated Tradenames $ 24,184 $ (2,298) $ 13,923 $ (398) Patents, trademarks 100 (35) 100 (9) Customer relationships 18,372 (1,260) 6,297 (138) Non-competes 1,115 (118) 796 (22) Intellectual property 2,065 (138) — — Capitalized software 2,762 (470) 1,163 (222) $ 48,598 $ (4,319) $ 22,279 $ (789) Amortization expense for the six months ended June 30, 2021 and 2020 was $2,135 and $3,530, respectively. Future amortization expense is as follows: 2021, remainder $ 4,714 2022 9,525 2023 9,164 2024 8,817 2025 8,283 Thereafter 3,776 Total $ 44,279 |
LONG-TERM DEBT
LONG-TERM DEBT | 6 Months Ended |
Jun. 30, 2021 | |
Debt Disclosure [Abstract] | |
LONG-TERM DEBT | LONG-TERM DEBT June 30, December 31, Long term debt is as follows: Wells Fargo Equipment Finance, interest at 3.5% per annum, payable in monthly installments of $518.96 beginning April 2016 through March 2021, secured by warehouse equipment with a book value of $25 $ — $ 1 Notes payable issued in connection with seller financing of assets acquired, interest at 8.125%, payable in 60 installments of $8,440.00, Due August 2023 189 240 $ 189 $ 241 Less Current Maturities (83) (83) Total Long-Term Debt $ 106 $ 158 Interest expense for the three months ended June 30, 2021 and 2020 was $4 thousand and $13 thousand, respectively. |
LEASES
LEASES | 6 Months Ended |
Jun. 30, 2021 | |
Leases [Abstract] | |
LEASES | LEASES We determine if a contract contains a lease at inception. Our material operating leases consist of retail and warehouse locations as well as office space. Our leases generally have remaining terms of 1-5 years, most of which include options to extend the leases for additional 3 to 5-year periods. Generally, the lease term is the minimum of the noncancelable period of the lease or the lease term inclusive of reasonably certain renewal periods. June 30, December 31, Right to use assets, operating lease assets $ 31,661 $ 12,088 Current lease liability $ 5,464 $ 3,001 Non-current lease liability 27,427 9,479 $ 32,891 $ 12,480 June 30, June 30, Weighted average remaining lease term 7.17 years 3.44 years Weighted average discount rate 6.0 % 7.6 % Six Months Ended 2021 2020 Operating lease costs $ 3,548 $ 1,714 Short-term lease costs 1,109 31 Total operating lease costs $ 4,657 $ 1,745 10. LEASES, continued The following table presents the maturity of the Company’s operating lease liabilities as of June 30, 2021: 2021 (remainder of the year) $ 3,769 2022 6,720 2023 6,021 2024 4,884 2025 4,246 Thereafter 15,170 Total lease payments 40,810 Less: Imputed interest (7,919) Lease Liability at June 30, 2021 $ 32,891 |
SHARE BASED PAYMENTS
SHARE BASED PAYMENTS | 6 Months Ended |
Jun. 30, 2021 | |
Share-based Payment Arrangement [Abstract] | |
SHARE BASED PAYMENTS | SHARE BASED PAYMENTS The Company maintains long-term incentive plans for employee, non-employee members of our Board of Directors and consultants. The plans allows us to grant equity-based compensation awards, including stock options, stock appreciation rights, performance share units, restricted stock units, restricted stock awards, or a combination of awards (collectively, share-based awards). The Company accounts for share-based payments through the measurement and recognition of compensation expense for share-based payment awards made to employees and directors of the Company, including stock options and restricted shares. The Company also issues share based payments in the form of common stock warrants to non-employees. The following table presents share-based payment expense for the six months ended June 30, 2021 and 2020. Six months ended June 30, 2021 2020 Restricted stock $ 1,935 $ 3,316 Stock options 559 1,986 Warrants 747 — Total $ 3,241 $ 5,302 As of June 30, 2021, the Company had approximately $10.4 million of unamortized share-based compensation for option awards and restricted stock awards, which is expected to be recognized over a weighted average period of approximately 3.3 years. As of June 30, 2021, the Company also had approximately $3.3 million of unamortized share-based compensation for common stock warrants issued to consultants, which is expected to be recognized over a weighted average period of 2.5 years. Restricted Stock The Company issues shares of restricted stock to eligible employees, which are subject to forfeiture until the end of an applicable vesting period. The awards generally vest on the second or third anniversary of the date of grant, subject to the employee’s continuing employment as of that date. 11. SHARE BASED PAYMENTS AND STOCK OPTIONS, continued Restricted stock activity for the six months ended June 30, 2021 is presented in the following table: Shares Weighted Average Grant Date Fair Value Nonvested, December 31, 2020 630 $ 4.15 Granted 201 $ 45.56 Vested (291) $ 4.39 Forfeited (9) $ 18.54 Nonvested, June 30, 2021 531 $ 20.40 The table below summarizes all option activity under all plans during the six months ended June 30, 2021: Options Shares Weight - Weighted - Weighted - Outstanding at December 31, 2020 1,803 $ 3.92 3.47 $ 2.38 Granted — — — Exercised (753) 3.05 1.65 Forfeited or expired (50) 4.16 — 2.28 Outstanding at June 30, 2021 1,000 $ 4.56 3.31 $ 2.46 Options vested at June 30, 2021 774 $ 4.29 2.80 $ 3.31 A summary of the status of the Company’s outstanding stock purchase warrants for the six months ended June 30, 2021 is as follows: Warrants Weighted Average Outstanding at December 31, 2020 1,393 $ 7.49 Issued — Exercised (968) $ 2.84 Forfeited — Outstanding at June 30, 2021 425 $ 17.25 |
EARNINGS PER SHARE
EARNINGS PER SHARE | 6 Months Ended |
Jun. 30, 2021 | |
Earnings Per Share [Abstract] | |
EARNINGS PER SHARE | EARNINGS PER SHARE The following table sets forth the composition of the weighted average shares (denominator) used in the basic and dilutive earnings per share computation for the three and six months ended June 30, 2021 and 2020. Three Months Ended June 30, June 30, Net income $ 6,713 $ 2,574 Weighted average shares outstanding, basic 59,061 38,617 Effect of dilution 1,162 2,399 Adjusted weighted average shares outstanding, dilutive 60,223 41,016 Basic earnings per shares $ 0.11 $ 0.07 Dilutive earnings per share $ 0.11 $ 0.06 Six Months Ended June 30, June 30, Net income $ 12,860 $ 480 Weighted average shares outstanding, basic 58,588 38,224 Effect of dilution 1,206 2,017 Adjusted weighted average shares outstanding, dilutive 59,794 40,241 Basic earnings per shares $ 0.22 $ 0.01 Dilutive earnings per share $ 0.22 $ 0.01 |
ACQUISITIONS
ACQUISITIONS | 6 Months Ended |
Jun. 30, 2021 | |
Business Combination and Asset Acquisition [Abstract] | |
ACQUISITIONS | ACQUISITIONS Our acquisition strategy is to acquire (i) well established profitable hydroponic garden centers in markets where the Company does not have a market presence or in markets where it is increasing its market presence; and (ii) proprietary brands and private label brands. The Company accounts for acquisitions in accordance with ASC 805 “Business Combinations.” Assets acquired and liabilities assumed are recorded in the accompanying consolidated balance sheets at their estimated fair values, as of the acquisition date. For all acquisitions, the preliminary allocation of the purchase price was based upon a preliminary valuation, and the Company’s estimates and assumptions are subject to change within the measurement period as valuations are finalized. The Company has made adjustments to the preliminary valuations of the acquisition based on valuation analysis prepared by independent third-party valuation consultants. All acquisition costs are expensed as incurred and recorded in general and administrative expenses in the consolidated statements of operations. Acquisitions during the six months ended June 30, 2021. On January 25, 2021, the Company purchased the assets of Indoor Garden & Lighting, Inc, a two-store chain of hydroponic and equipment and indoor gardening supply stores serving the Seattle and Tacoma, Washington area. The total consideration for the purchase of Garden & Lighting was approximately $1.7 million, including $1.2 million in cash and common stock valued at approximately $0.5 million. Acquired goodwill of approximately $0.8 million represents the value expected to rise from organic growth and an opportunity to expand into a well-established market for the Company. On February 1, 2021, the Company purchased the assets of J.A.R.B., Inc d/b/a Grow Depot Maine, a two-store chain in Auburn and Augusta, Maine. The total consideration for the purchase of Grow Depot Maine was approximately $2.1 million, including $1.7 million in cash and common stock valued at approximately $0.4 million. Acquired goodwill of approximately $1.3 million represents the value expected to rise from organic growth and an opportunity to expand into a well-established market for the Company. 13. ACQUISITIONS, continued On February 15, 2021, the Company purchased the assets of Grow Warehouse LLC, a four-store chain of hydroponic and organic garden stores in Colorado (3) and Oklahoma (1). The total consideration for the purchase of Grow Warehouse LLC was approximately $17.8 million, including $8.1 million in cash and common stock valued at approximately $9.7 million. Acquired goodwill of approximately $11.1 million represents the value expected to rise from organic growth and an opportunity to expand into a well-established market for the Company. On February 22, 2021, the Company purchased the assets of San Diego Hydroponics & Organics, a four-store chain of hydroponic and organic garden stores in San Diego, CA. The total consideration for the purchase of San Diego Hydroponics was approximately $9.3 million, including $4.8 million in cash and common stock valued at approximately $4.5 million. Acquired goodwill of approximately $5.7 million represents the value expected to rise from organic growth and an opportunity to expand into a well-established market for the Company. On March 12, 2021, the Company purchased the assets of Charcoir Corporation, who sells an RHP-certified growing medium made from the highest-grade coconut fiber. The total consideration for the purchase of Charcoir was approximately $16.4 million, including $9.9 million in cash and common stock valued at approximately $6.5 million. Acquired goodwill of approximately $6.1 million represents the value expected to rise from organic growth and an opportunity to expand into a well-established distribution market for the Company of a proprietary brand. On March 15, 2021, the Company purchased the assets of 55 Hydroponics, a hydroponic and organic superstore located in Santa Ana, CA. The total consideration for the purchase of 55 Hydroponics was approximately $6.5 million, including $5.4 million in cash and common stock valued at approximately $1.1 million. Acquired goodwill of approximately $3.9 million represents the value expected to rise from organic growth and an opportunity to expand into a well-established market for the Company. On March 15, 2021, the Company purchased the assets of Aquarius, a hydroponic and organic garden store in Springfield, MA. The total consideration for the purchase of Aquarius was approximately $3.6 million, including $2.4 million in cash and common stock valued at approximately $1.2 million. Acquired goodwill of approximately $1.7 million represents the value expected to rise from organic growth and an opportunity to expand into a well-established market for the Company. On March 19, 2021, the Company purchased the assets of Agron, LLC, an online seller of growing equipment. The total consideration for the purchase of Agron was approximately $11.3 million, including $6 million in cash and common stock valued at approximately $5.3 million. Acquired goodwill of approximately $8.7 million represents the value expected to rise from organic growth and an opportunity to expand into a well-established e-commerce market for the Company targeting the commercial customer. On April 19, 2021, the Company purchased the assets of Grow Depot LLC ("Down River Hydro"), a hydroponic and indoor gardening supply store in Brownstown, MI. The total consideration for the purchase of Down River Hydro was approximately $4.4 million, including approximately $3.2 million in cash and common stock valued at approximately $1.2 million. Acquired goodwill of approximately $2.1 million represents the value expected to rise from organic growth and an opportunity to expand into a well established market for the Company. On May 24, 2021, the Company purchased the assets of The Harvest company ("Harvest"), a northern California-based hydroponic supply center and cultivation design innovator with stores in Redding and Trinity County. The total consideration for the purchase if Harvest was approximately $8.3 million, including approximately $5.6 million in cash and common stock valued at approximately $2.8 million. Acquired goodwill of approximately $4.6 million represents the value expected to rise from organic growth and an opportunity to expand into a well established market for the Company. 13. ACQUISITIONS, continued The table below represents the allocation of the purchase price to the acquired net assets during the six months ended June 30, 2021. Agron Aquarius 55 Hydro Charcoir San Diego Hydro Inventory $ — $ 957 $ 780 $ 839 $ 1,400 Prepaids and other current assets 29 12 29 534 36 Furniture and equipment 46 63 50 — 315 Liabilities — — — — — Operating lease right to use asset 87 — 853 — 970 Operating lease liability (87) — (853) — (970) Customer relationships 832 339 809 5,712 605 Trade name 1,530 485 870 1,099 1,192 Non-compete 139 — 26 — 6 Intellectual property — — — 2,065 — Goodwill 8,673 1,702 3,915 6,119 5,728 Total $ 11,249 $ 3,558 $ 6,479 $ 16,368 $ 9,282 Grow Warehouse Grow Depot Maine Indoor Garden Down River Hydro Harvest Total Inventory $ 2,448 $ 326 $ 372 $ 824 $ 1,204 $ 9,150 Prepaids and other current assets 30 3 — 3 7 683 Furniture and equipment 250 25 94 50 100 993 Liabilities (169) — — — — (169) Operating lease right to use asset 94 91 129 — — 2,224 Operating lease liability (94) (91) (129) — — (2,224) Customer relationships 1,256 549 210 634 1,016 11,962 Trade name 2,748 344 353 698 1,392 10,711 Non-compete 94 36 2 16 — 319 Intellectual property — — — — — 2,065 Goodwill 11,122 866 661 2,126 4,606 45,518 Total 17,779 2,149 1,692 $ 4,351 $ 8,325 $ 81,232 The table below represents the consideration paid for the net assets acquired in business combinations. Agron Aquarius 55 Hydro Charcoir San Diego Hydro Cash $ 5,973 $ 2,331 $ 5,347 $ 9,902 $ 4,751 Common stock 5,276 1,227 1,132 6,466 4,531 Total $ 11,249 $ 3,558 $ 6,479 $ 16,368 $ 9,282 Grow Warehouse Grow Indoor Garden Down River Hydro Harvest Total Cash $ 8,100 $ 1,738 $ 1,165 $ 3,177 $ 5,561 $ 48,045 Common stock 9,679 411 527 1,174 2,764 33,187 Total $ 17,779 $ 2,149 $ 1,692 $ 4,351 $ 8,325 $ 81,232 The following table discloses the date of the acquisitions noted above and the revenue and earnings included in the consolidated income statement for the period ended June 30, 2021. Agron Aquarius 55 Hydro Charcoir San Diego Hydro Acquisition date 3/19/2021 3/15/2021 3/15/2021 3/12/2021 2/22/2021 Revenue $ 6,105 $ 2,684 $ 2,222 $ 1,880 $ 3,446 Net Income $ 324 $ 365 $ 314 $ 518 $ 547 Grow Warehouse Grow Depot Maine Indoor Garden Down River Hydro Harvest Total Acquisition date 2/15/2021 2/1/2021 1/25/2021 4/19/2021 5/24/21 Revenue $ 6,753 $ 2,779 $ 2,308 $ 1,200 $ 1,489 $ 5,986 Net Income $ 1,297 $ 555 $ 433 $ 176 $ 268 $ 905 13. ACQUISITIONS, continued The following represents the pro forma consolidated income statement as if the acquisitions had been included in the consolidated results of the Company for the entire period for the quarter ended June 30, 2021 and 2020. Three Months Ended Six Months Ended June 30, 2021 June 30, 2021 Revenue $ 130,504 $ 229,599 Net income $ 12,446 $ 19,849 Three Months Ended Six Months Ended June 30, 2020 June 30, 2020 Revenue $ 40,501 $ 90,126 Net income $ 1,849 $ 2,352 Acquisitions during the six months ended June 30, 2020. On February 26, 2020 we acquired certain assets of Health & Harvest LLC in a transaction valued at approximately $2.85 million. Acquired goodwill of approximately $1.1 million represented the value expected to rise from organic growth and an opportunity to expand into a well-established market for the Company. Cash consideration was funded from the Company’s existing working capital. On June 16, 2020 we acquired certain assets of H2O Hydroponics, LLC in a transaction valued at approximately $2.0 million. Acquired goodwill of approximately $1.0 million represents the value expected to rise from organic growth and an opportunity to expand into a well-established market for the Company. Cash consideration was funded from the Company's existing working capital. The table below represents the allocation of the purchase price to the acquired net assets during the six months ended June 30, 2020. H2O Hydroponics LLC Health & Harvest LLC Total Inventory $ 498 $ 1,054 $ 1,552 Prepaids and other current assets 4 — 4 Furniture and equipment 50 51 101 Right to use asset 902 192 1,094 Lease liability (902) (192) (1,094) Customer relationships 150 255 405 Trade name 234 357 591 Non-compete 43 6 49 Goodwill 1,008 1,130 2,138 Total $ 1,987 $ 2,853 $ 4,840 The table below represents the consideration paid for the net assets acquired in business combinations. H2O Hydroponics LLC Health & Harvest LLC Total Cash $ 1,282 $ 1,750 $ 3,032 Common stock 705 1,103 1,808 Total $ 1,987 $ 2,853 $ 4,840 The following table discloses the date of the acquisitions noted above and the revenue and earnings included in the consolidated income statement from the date of acquisition to the period ended June 30, 2020. H2O Hydroponics LLC Health & Harvest LLC Total Acquisition date 6/26/20 2/26/2020 Revenue $ 227 $ 2,300 $ 2,527 Earnings $ 28 $ 462 $ 490 The following represents the pro forma consolidated income statement as if the acquisitions had been included in the consolidated results of the Company for the entire period for the six months ended June 30, 2020 and 2019. Pro forma consolidated income statement: Three Months Ended Six Months Ended June 30, 2019 June 30, 2019 Revenue $ 21,759 $ 37,122 Earnings $ 1,149 $ 1,465 |
RELATED PARTIES
RELATED PARTIES | 6 Months Ended |
Jun. 30, 2021 | |
Related Party Transactions [Abstract] | |
RELATED PARTIES | RELATED PARTIESThe Company has engaged with a firm that employs an immediate family member of an officer of the Company as partner. The firm provides certain legal services. Amounts paid for to that firm in total was approximately $0.2 million and $0.4 million for the three and six months ended June 30, 2021, respectively. As of June 30, 2021, there was no outstanding balance due. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 6 Months Ended |
Jun. 30, 2021 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | SUBSEQUENT EVENTS The Company has evaluated events and transaction occurring subsequent to June 30, 2021 up to the date of this filing of these consolidated financial statements. These statements contain all necessary adjustments and disclosures resulting from that evaluation. For all acquisitions subsequent to the end of the quarter, the Company’s initial accounting for the business combination has not been completed because the valuations have not yet been received from the Company’s independent valuation firm. On July 1, 2021, the Company purchased the assets of Aqua Serene, an indoor/outdoor garden center with stores in Eugene and Ashland, Oregon. The total consideration for the purchase was $10.0 million, including approximately $7.7 million in cash and 46,554 shares of common stock valued at approximately $2.3 million. On July 3, 2021, the Company purchased the assets of Mendocino Greenhouse & Garden Supply, Inc, a Northern California-based hydroponic garden center located in Mendocino, California. The total consideration for the purchase was approximately $4.0 million. |
GENERAL (Policies)
GENERAL (Policies) | 6 Months Ended |
Jun. 30, 2021 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying interim unaudited Condensed Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and the rules and regulations of the Securities and Exchange Commission (“SEC”). Accordingly, they do not include all of the information and notes required by U.S. GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation have been included. These statements should be read in conjunction with our Annual Report on Form 10-K for the fiscal year ended December 31, 2020. The results of operations for our interim periods are not necessarily indicative of results for the full fiscal year. All amounts included in the accompanying footnotes to the consolidated financial statements, except per share data, is in thousands (000). |
Risk and Uncertainties | Risk and Uncertainties The COVID-19 pandemic has created significant public health concerns as well as economic disruption, uncertainty, and volatility which may negatively affect our business operations. As a result, if the pandemic persists or worsens, our accounting estimates and assumptions could be impacted in subsequent interim reports and upon final determination at year-end, and it is reasonably possible such changes could be significant (although the potential effects cannot be estimated at this time). The Company has experienced minimal business interruption as a result of the COVID-19 pandemic. We have been deemed an “essential” business by state and local authorities in the areas in which we operate and as such have not been subject to business closures. The COVID-19 pandemic to date has resulted in temporary supply chain delays of our inventory. As events surrounding the COVID-19 pandemic can change rapidly we cannot predict how it may disrupt our operations or the full extent of the disruption. |
Securities | Securities The Company classifies its commercial paper and debt securities as marketable securities. Marketable securities with available fair market values are stated at fair market values. Unrealized gains and unrealized losses on these marketable securities are reported, net of applicable income taxes, in other comprehensive income. Realized gains or losses on sale of marketable securities are computed using primarily the moving average cost and reported in net income. For the six months ended June 30, 2021, there were no significant unrealized gains or losses recorded. |
New Accounting Pronouncements and Recently Adopted Accounting Pronouncements | New Accounting Pronouncements From time to time, the Financial Accounting Standards Board (“FASB”) or other standard setting bodies issue new accounting pronouncements. Updates to the FASB Accounting Standards Codification ("ASC") are communicated through issuance of an Accounting Standards Update (“ASU”). We have implemented all new accounting pronouncements that are in effect and that may impact our financial statements. We have evaluated recently issued accounting pronouncements and determined that there is no material impact on our financial position or results of operations. As an emerging growth company, the Company is permitted to delay the adoption of new or revised accounting standards until such time as those standards apply to private companies. The Company has chosen to take advantage of the extended transition period for complying with new or revised accounting standards. Refer to Note 3 to the Consolidated Financial Statements reported in Form 10-K for the year ended December 31, 2020 for recently issued accounting pronouncements that are pending adoption. Recently Adopted Accounting Pronouncements In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement . The new guidance modifies the disclosure requirements on fair value measurements in Topic 820. The amendments in ASU 2018-13 are effective for all entities for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. The adoption of this new guidance, effective January 1, 2020, did not have a material impact on our Financial Statements. In December 2019, the FASB issued ASU 2019-12, Simplifying the Accounting for Income Taxes , to simplify the accounting for income taxes by removing certain exceptions to the general principles and also simplification of areas such as franchise taxes, step-up in tax basis goodwill, separate entity financial statements and interim recognition of enactment of tax laws or rate changes. The standard was effective for annual reporting periods beginning after December 15, 2020, including interim reporting periods within those periods. There was no material impact on our consolidated financial statements and related disclosures as a result of adopting this standard. |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Fair Value Disclosures [Abstract] | |
Schedule of fair value of impaired notes receivable | Level June 30, December 31, Cash equivalents 2 $ 67,155 $ 177,912 Marketable securities 2 $ 57,357 $ — Notes receivable 2 $ 5,906 $ 2,937 Notes receivable impaired 3 $ — $ 875 Accounts receivable 2 $ 4,377 $ 3,901 |
REVENUE RECOGNITION (Tables)
REVENUE RECOGNITION (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of disaggregation of revenues | The following table disaggregates revenue by source: Three Months Ended Three Months Ended Six Months Ended June 30, 2021 Six Months Ended June 30, 2020 Sales at company owned stores $ 108,911 $ 40,128 $ 190,138 $ 71,912 Distribution 4,988 — 7,823 — E-commerce sales 11,986 3,323 17,946 4,521 Total Revenues $ 125,885 $ 43,451 $ 215,907 $ 76,433 |
Schedule of customer trade receivables and customer deposit liability | The opening and closing balances of the Company’s customer trade receivables and customer deposit liability are as follows: Receivables Customer Deposit Liability Opening balance, January 1, 2021 $ 7,713 $ 5,155 Closing balance, June 30, 2021 10,283 6,793 Increase (decrease) $ 2,570 $ 1,638 Opening balance, January 1, 2020 $ 4,455 $ 2,504 Closing balance, June 30, 2020 3,609 2,335 Increase (decrease) $ (846) $ (169) |
Schedule of long term trade receivables | Long term trade receivables as of June 30, 2021 and December 31, 2020 are as follows: June 30, December 31, Note receivable $ 6,172 $ 4,104 Allowance for losses (266) (292) Notes receivable, net $ 5,906 3,812 |
Schedule of notes receivable balances | The following table summarizes changes in notes receivable balances that have been deemed impaired. June 30, December 31, Note receivable $ 266 $ 1,166 Allowance for losses (266) (292) Notes receivable, net $ — 874 |
INVESTMENTS (Tables)
INVESTMENTS (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Investments [Abstract] | |
Schedule of investments, available for sales securities | The components of investments, available for sales securities, as of June 30, 2021 were as follows: Fair Value Level Adjusted Cost Basis Unrealized Gain (Loss) Recorded Commercial paper Level 2 $ 9,994 $ — $ 9,994 Corporate notes and bonds Level 2 47,363 — 47,363 Marketable securities $ 57,357 $ — $ 57,357 |
NOTES RECEIVABLE (Tables)
NOTES RECEIVABLE (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Receivables [Abstract] | |
Schedule of receivable include customer trade receivables under long terms financing arrangements | June 30, December 31, Trade receivables under longer term financing arrangements $ 5,906 $ 3,812 Note receivable, non-customer related — — Subtotal 5,906 3,812 Less, current portion (4,535) (2,612) Notes receivable, noncurrent $ 1,371 1,200 |
PROPERTY AND EQUIPMENT (Tables)
PROPERTY AND EQUIPMENT (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Property, Plant and Equipment [Abstract] | |
Schedule of property and equipment | June 30, December 31, Vehicles $ 2,256 $ 1,342 Building 1,107 477 Leasehold improvements 3,381 1,988 Furniture, fixtures and equipment 8,223 5,739 Total property and equipment, gross 14,967 9,546 Accumulated depreciation and amortization (4,512) (3,071) Property and equipment, net $ 10,455 $ 6,475 |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of goodwill | The changes in goodwill are as follows: June 30, 2021 December 31, Balance, beginning of period $ 62,951 $ 17,799 Goodwill additions and measurement period adjustments 45,789 45,152 Balance, end of period $ 108,740 $ 62,951 |
Schedule of intangible assets | Intangible assets consist of the following: June 30, 2021 December 31, 2020 Gross Accumulated Gross Accumulated Tradenames $ 24,184 $ (2,298) $ 13,923 $ (398) Patents, trademarks 100 (35) 100 (9) Customer relationships 18,372 (1,260) 6,297 (138) Non-competes 1,115 (118) 796 (22) Intellectual property 2,065 (138) — — Capitalized software 2,762 (470) 1,163 (222) $ 48,598 $ (4,319) $ 22,279 $ (789) |
Schedule of future amortization expense | Amortization expense for the six months ended June 30, 2021 and 2020 was $2,135 and $3,530, respectively. Future amortization expense is as follows: 2021, remainder $ 4,714 2022 9,525 2023 9,164 2024 8,817 2025 8,283 Thereafter 3,776 Total $ 44,279 |
LONG-TERM DEBT (Tables)
LONG-TERM DEBT (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of long-term debt | June 30, December 31, Long term debt is as follows: Wells Fargo Equipment Finance, interest at 3.5% per annum, payable in monthly installments of $518.96 beginning April 2016 through March 2021, secured by warehouse equipment with a book value of $25 $ — $ 1 Notes payable issued in connection with seller financing of assets acquired, interest at 8.125%, payable in 60 installments of $8,440.00, Due August 2023 189 240 $ 189 $ 241 Less Current Maturities (83) (83) Total Long-Term Debt $ 106 $ 158 |
LEASES (Tables)
LEASES (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Leases [Abstract] | |
Schedule of lease balances within our condensed consolidated balance sheet | June 30, December 31, Right to use assets, operating lease assets $ 31,661 $ 12,088 Current lease liability $ 5,464 $ 3,001 Non-current lease liability 27,427 9,479 $ 32,891 $ 12,480 |
Schedule of other information related to leases | June 30, June 30, Weighted average remaining lease term 7.17 years 3.44 years Weighted average discount rate 6.0 % 7.6 % |
Schedule of operating lease assets | Six Months Ended 2021 2020 Operating lease costs $ 3,548 $ 1,714 Short-term lease costs 1,109 31 Total operating lease costs $ 4,657 $ 1,745 |
Schedule of Operating Lease Liabilities Maturity | The following table presents the maturity of the Company’s operating lease liabilities as of June 30, 2021: 2021 (remainder of the year) $ 3,769 2022 6,720 2023 6,021 2024 4,884 2025 4,246 Thereafter 15,170 Total lease payments 40,810 Less: Imputed interest (7,919) Lease Liability at June 30, 2021 $ 32,891 |
SHARE BASED PAYMENTS (Tables)
SHARE BASED PAYMENTS (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of share-based payment expense | The following table presents share-based payment expense for the six months ended June 30, 2021 and 2020. Six months ended June 30, 2021 2020 Restricted stock $ 1,935 $ 3,316 Stock options 559 1,986 Warrants 747 — Total $ 3,241 $ 5,302 |
Schedule of company’s outstanding stock purchase warrants | Restricted stock activity for the six months ended June 30, 2021 is presented in the following table: Shares Weighted Average Grant Date Fair Value Nonvested, December 31, 2020 630 $ 4.15 Granted 201 $ 45.56 Vested (291) $ 4.39 Forfeited (9) $ 18.54 Nonvested, June 30, 2021 531 $ 20.40 |
Schedule of company’s outstanding stock purchase warrants | The table below summarizes all option activity under all plans during the six months ended June 30, 2021: Options Shares Weight - Weighted - Weighted - Outstanding at December 31, 2020 1,803 $ 3.92 3.47 $ 2.38 Granted — — — Exercised (753) 3.05 1.65 Forfeited or expired (50) 4.16 — 2.28 Outstanding at June 30, 2021 1,000 $ 4.56 3.31 $ 2.46 Options vested at June 30, 2021 774 $ 4.29 2.80 $ 3.31 |
Schedule of company’s outstanding stock purchase warrants | A summary of the status of the Company’s outstanding stock purchase warrants for the six months ended June 30, 2021 is as follows: Warrants Weighted Average Outstanding at December 31, 2020 1,393 $ 7.49 Issued — Exercised (968) $ 2.84 Forfeited — Outstanding at June 30, 2021 425 $ 17.25 |
EARNINGS PER SHARE (Tables)
EARNINGS PER SHARE (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Earnings Per Share [Abstract] | |
Schedule of weighted average shares (denominator) used in the basic and dilutive earnings per share | The following table sets forth the composition of the weighted average shares (denominator) used in the basic and dilutive earnings per share computation for the three and six months ended June 30, 2021 and 2020. Three Months Ended June 30, June 30, Net income $ 6,713 $ 2,574 Weighted average shares outstanding, basic 59,061 38,617 Effect of dilution 1,162 2,399 Adjusted weighted average shares outstanding, dilutive 60,223 41,016 Basic earnings per shares $ 0.11 $ 0.07 Dilutive earnings per share $ 0.11 $ 0.06 Six Months Ended June 30, June 30, Net income $ 12,860 $ 480 Weighted average shares outstanding, basic 58,588 38,224 Effect of dilution 1,206 2,017 Adjusted weighted average shares outstanding, dilutive 59,794 40,241 Basic earnings per shares $ 0.22 $ 0.01 Dilutive earnings per share $ 0.22 $ 0.01 |
ACQUISITIONS (Tables)
ACQUISITIONS (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Business Combination and Asset Acquisition [Abstract] | |
Schedule of purchase price | The table below represents the allocation of the purchase price to the acquired net assets during the six months ended June 30, 2021. Agron Aquarius 55 Hydro Charcoir San Diego Hydro Inventory $ — $ 957 $ 780 $ 839 $ 1,400 Prepaids and other current assets 29 12 29 534 36 Furniture and equipment 46 63 50 — 315 Liabilities — — — — — Operating lease right to use asset 87 — 853 — 970 Operating lease liability (87) — (853) — (970) Customer relationships 832 339 809 5,712 605 Trade name 1,530 485 870 1,099 1,192 Non-compete 139 — 26 — 6 Intellectual property — — — 2,065 — Goodwill 8,673 1,702 3,915 6,119 5,728 Total $ 11,249 $ 3,558 $ 6,479 $ 16,368 $ 9,282 Grow Warehouse Grow Depot Maine Indoor Garden Down River Hydro Harvest Total Inventory $ 2,448 $ 326 $ 372 $ 824 $ 1,204 $ 9,150 Prepaids and other current assets 30 3 — 3 7 683 Furniture and equipment 250 25 94 50 100 993 Liabilities (169) — — — — (169) Operating lease right to use asset 94 91 129 — — 2,224 Operating lease liability (94) (91) (129) — — (2,224) Customer relationships 1,256 549 210 634 1,016 11,962 Trade name 2,748 344 353 698 1,392 10,711 Non-compete 94 36 2 16 — 319 Intellectual property — — — — — 2,065 Goodwill 11,122 866 661 2,126 4,606 45,518 Total 17,779 2,149 1,692 $ 4,351 $ 8,325 $ 81,232 The table below represents the consideration paid for the net assets acquired in business combinations. Agron Aquarius 55 Hydro Charcoir San Diego Hydro Cash $ 5,973 $ 2,331 $ 5,347 $ 9,902 $ 4,751 Common stock 5,276 1,227 1,132 6,466 4,531 Total $ 11,249 $ 3,558 $ 6,479 $ 16,368 $ 9,282 Grow Warehouse Grow Indoor Garden Down River Hydro Harvest Total Cash $ 8,100 $ 1,738 $ 1,165 $ 3,177 $ 5,561 $ 48,045 Common stock 9,679 411 527 1,174 2,764 33,187 Total $ 17,779 $ 2,149 $ 1,692 $ 4,351 $ 8,325 $ 81,232 The table below represents the allocation of the purchase price to the acquired net assets during the six months ended June 30, 2020. H2O Hydroponics LLC Health & Harvest LLC Total Inventory $ 498 $ 1,054 $ 1,552 Prepaids and other current assets 4 — 4 Furniture and equipment 50 51 101 Right to use asset 902 192 1,094 Lease liability (902) (192) (1,094) Customer relationships 150 255 405 Trade name 234 357 591 Non-compete 43 6 49 Goodwill 1,008 1,130 2,138 Total $ 1,987 $ 2,853 $ 4,840 The table below represents the consideration paid for the net assets acquired in business combinations. H2O Hydroponics LLC Health & Harvest LLC Total Cash $ 1,282 $ 1,750 $ 3,032 Common stock 705 1,103 1,808 Total $ 1,987 $ 2,853 $ 4,840 |
Schedule of revenue and earnings included in consolidated income statement | The following table discloses the date of the acquisitions noted above and the revenue and earnings included in the consolidated income statement for the period ended June 30, 2021. Agron Aquarius 55 Hydro Charcoir San Diego Hydro Acquisition date 3/19/2021 3/15/2021 3/15/2021 3/12/2021 2/22/2021 Revenue $ 6,105 $ 2,684 $ 2,222 $ 1,880 $ 3,446 Net Income $ 324 $ 365 $ 314 $ 518 $ 547 Grow Warehouse Grow Depot Maine Indoor Garden Down River Hydro Harvest Total Acquisition date 2/15/2021 2/1/2021 1/25/2021 4/19/2021 5/24/21 Revenue $ 6,753 $ 2,779 $ 2,308 $ 1,200 $ 1,489 $ 5,986 Net Income $ 1,297 $ 555 $ 433 $ 176 $ 268 $ 905 The following table discloses the date of the acquisitions noted above and the revenue and earnings included in the consolidated income statement from the date of acquisition to the period ended June 30, 2020. H2O Hydroponics LLC Health & Harvest LLC Total Acquisition date 6/26/20 2/26/2020 Revenue $ 227 $ 2,300 $ 2,527 Earnings $ 28 $ 462 $ 490 |
Schedule of proforma consolidated income statement | The following represents the pro forma consolidated income statement as if the acquisitions had been included in the consolidated results of the Company for the entire period for the quarter ended June 30, 2021 and 2020. Three Months Ended Six Months Ended June 30, 2021 June 30, 2021 Revenue $ 130,504 $ 229,599 Net income $ 12,446 $ 19,849 Three Months Ended Six Months Ended June 30, 2020 June 30, 2020 Revenue $ 40,501 $ 90,126 Net income $ 1,849 $ 2,352 The following represents the pro forma consolidated income statement as if the acquisitions had been included in the consolidated results of the Company for the entire period for the six months ended June 30, 2020 and 2019. Pro forma consolidated income statement: Three Months Ended Six Months Ended June 30, 2019 June 30, 2019 Revenue $ 21,759 $ 37,122 Earnings $ 1,149 $ 1,465 |
GENERAL - Narrative (Details)
GENERAL - Narrative (Details) | Jun. 30, 2021statestore |
Accounting Policies [Abstract] | |
Number of stores | store | 58 |
Number of states in which entity operates | state | 12 |
FAIR VALUE MEASUREMENTS - Sched
FAIR VALUE MEASUREMENTS - Schedule of fair value of impaired notes receivable (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Marketable securities | $ 57,357 | $ 0 |
Fair Value, Inputs, Level 2 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | 67,155 | 177,912 |
Marketable securities | 57,357 | 0 |
Notes receivable | 5,906 | 2,937 |
Accounts receivable | 4,377 | 3,901 |
Fair Value, Inputs, Level 3 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Notes receivable impaired | $ 0 | $ 875 |
REVENUE RECOGNITION - Narrative
REVENUE RECOGNITION - Narrative (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Disaggregation of Revenue [Line Items] | ||
Revenue recognized from contract with customer liability | $ 2,873 | $ 1,599 |
Minimum | ||
Disaggregation of Revenue [Line Items] | ||
Interest rate | 9.00% | |
Repayment term | 12 months | |
Maximum | ||
Disaggregation of Revenue [Line Items] | ||
Interest rate | 12.00% | |
Repayment term | 18 months |
REVENUE RECOGNITION - Schedule
REVENUE RECOGNITION - Schedule of disaggregation of revenues (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Disaggregation of Revenue [Line Items] | ||||
Total Revenues | $ 125,885 | $ 43,451 | $ 215,907 | $ 76,433 |
Sales at company owned stores | ||||
Disaggregation of Revenue [Line Items] | ||||
Total Revenues | 108,911 | 40,128 | 190,138 | 71,912 |
Distribution | ||||
Disaggregation of Revenue [Line Items] | ||||
Total Revenues | 4,988 | 0 | 7,823 | 0 |
E-commerce sales | ||||
Disaggregation of Revenue [Line Items] | ||||
Total Revenues | $ 11,986 | $ 3,323 | $ 17,946 | $ 4,521 |
REVENUE RECOGNITION - Schedul_2
REVENUE RECOGNITION - Schedule of customer trade receivables and customer deposit liability (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Receivables | ||
Revenue Recognition, Customer Deposits [Roll Forward] | ||
Opening balance | $ 7,713 | $ 4,455 |
Closing balance | 10,283 | 3,609 |
Increase (decrease) | 2,570 | (846) |
Customer Deposit Liability | ||
Revenue Recognition, Customer Deposits [Roll Forward] | ||
Opening balance | 5,155 | 2,504 |
Closing balance | 6,793 | 2,335 |
Increase (decrease) | $ 1,638 | $ (169) |
REVENUE RECOGNITION - Schedul_3
REVENUE RECOGNITION - Schedule of long term trade receivables (Details) - Trade Accounts Receivable - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Revenue Recognition (Details) - Schedule of long term trade receivables [Line Items] | ||
Note receivable | $ 6,172 | $ 4,104 |
Allowance for losses | (266) | (292) |
Notes receivable, net | $ 5,906 | $ 3,812 |
REVENUE RECOGNITION - Schedul_4
REVENUE RECOGNITION - Schedule of notes receivable balances (Details) - Notes Receivable - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Revenue Recognition (Details) - Schedule of notes receivable balances [Line Items] | ||
Note receivable | $ 266 | $ 1,166 |
Allowance for losses | (266) | (292) |
Notes receivable, net | $ 0 | $ 874 |
INVESTMENTS - Schedule of inves
INVESTMENTS - Schedule of investments, available for sales securities (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Marketable Securities [Line Items] | ||
Marketable securities | $ 57,357 | $ 0 |
Adjusted Cost Basis | ||
Marketable Securities [Line Items] | ||
Marketable securities | 57,357 | |
Unrealized Gain (Loss) | ||
Marketable Securities [Line Items] | ||
Marketable securities | 0 | |
Recorded Basis | ||
Marketable Securities [Line Items] | ||
Marketable securities | 57,357 | |
Fair Value, Inputs, Level 2 | ||
Marketable Securities [Line Items] | ||
Marketable securities | 57,357 | $ 0 |
Fair Value, Inputs, Level 2 | Adjusted Cost Basis | ||
Marketable Securities [Line Items] | ||
Commercial paper | 9,994 | |
Corporate notes and bonds | 47,363 | |
Fair Value, Inputs, Level 2 | Unrealized Gain (Loss) | ||
Marketable Securities [Line Items] | ||
Commercial paper | 0 | |
Corporate notes and bonds | 0 | |
Fair Value, Inputs, Level 2 | Recorded Basis | ||
Marketable Securities [Line Items] | ||
Commercial paper | 9,994 | |
Corporate notes and bonds | $ 47,363 |
NOTES RECEIVABLE - Schedule of
NOTES RECEIVABLE - Schedule of receivable include customer trade receivables under long terms financing arrangements (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Receivables [Abstract] | ||
Trade receivables under longer term financing arrangements | $ 5,906 | $ 3,812 |
Note receivable, non-customer related | 0 | 0 |
Subtotal | 5,906 | 3,812 |
Less, current portion | (4,535) | (2,612) |
Notes receivable, noncurrent | $ 1,371 | $ 1,200 |
PROPERTY AND EQUIPMENT - Schedu
PROPERTY AND EQUIPMENT - Schedule of property and equipment (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Property, Plant and Equipment [Line Items] | ||
Total property and equipment, gross | $ 14,967 | $ 9,546 |
Accumulated depreciation and amortization | (4,512) | (3,071) |
Property and equipment, net | 10,455 | 6,475 |
Vehicles | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment, gross | 2,256 | 1,342 |
Building | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment, gross | 1,107 | 477 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment, gross | 3,381 | 1,988 |
Furniture, fixtures and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment, gross | $ 8,223 | $ 5,739 |
PROPERTY AND EQUIPMENT - Narrat
PROPERTY AND EQUIPMENT - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Property, Plant and Equipment [Abstract] | ||||
Depreciation expense | $ 782 | $ 374 | $ 1,400 | $ 705 |
GOODWILL AND INTANGIBLE ASSET_2
GOODWILL AND INTANGIBLE ASSETS - Schedule of goodwill (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Goodwill [Roll Forward] | ||
Balance, beginning of period | $ 62,951 | $ 17,799 |
Goodwill additions and measurement period adjustments | 45,789 | 45,152 |
Balance, end of period | $ 108,740 | $ 62,951 |
GOODWILL AND INTANGIBLE ASSET_3
GOODWILL AND INTANGIBLE ASSETS (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Amortization expense | $ 2,135 | $ 3,530 |
GOODWILL AND INTANGIBLE ASSET_4
GOODWILL AND INTANGIBLE ASSETS - Schedule of intangible assets (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 48,598 | $ 22,279 |
Accumulated Amortization | (4,319) | (789) |
Tradenames | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 24,184 | 13,923 |
Accumulated Amortization | (2,298) | (398) |
Patents, trademarks | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 100 | 100 |
Accumulated Amortization | (35) | (9) |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 18,372 | 6,297 |
Accumulated Amortization | (1,260) | (138) |
Non-competes | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 1,115 | 796 |
Accumulated Amortization | (118) | (22) |
Capitalized software | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 2,762 | 1,163 |
Accumulated Amortization | (470) | (222) |
Intellectual property | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 2,065 | 0 |
Accumulated Amortization | $ (138) | $ 0 |
GOODWILL AND INTANGIBLE ASSET_5
GOODWILL AND INTANGIBLE ASSETS - Schedule of future amortization expense (Details) $ in Thousands | Jun. 30, 2021USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2021, remainder | $ 4,714 |
2022 | 9,525 |
2023 | 9,164 |
2024 | 8,817 |
2025 | 8,283 |
Thereafter | 3,776 |
Total | $ 44,279 |
LONG-TERM DEBT - Schedule of lo
LONG-TERM DEBT - Schedule of long-term debt (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Long-Term Debt (Details) - Schedule of long-term debt [Line Items] | ||
Long-term debt | $ 189 | $ 241 |
Less Current Maturities | (83) | (83) |
Total Long-Term Debt | 106 | 158 |
Wells Fargo Equipment Finance | ||
Long-Term Debt (Details) - Schedule of long-term debt [Line Items] | ||
Long-term debt | 0 | 1 |
Notes payable issued in connection with seller financing | ||
Long-Term Debt (Details) - Schedule of long-term debt [Line Items] | ||
Long-term debt | $ 189 | $ 240 |
LONG-TERM DEBT - Schedule of _2
LONG-TERM DEBT - Schedule of long-term debt additional details (Details) | 6 Months Ended |
Jun. 30, 2021USD ($)installment | |
Long-Term Debt (Details) - Schedule of long-term debt (Parentheticals) [Line Items] | |
Book value | $ 25,000 |
Wells Fargo Equipment Finance | |
Long-Term Debt (Details) - Schedule of long-term debt (Parentheticals) [Line Items] | |
Interest rate per annum | 3.50% |
Long term debt, monthly payment | $ 518.96 |
Notes payable issued in connection with seller financing | |
Long-Term Debt (Details) - Schedule of long-term debt (Parentheticals) [Line Items] | |
Interest rate per annum | 8.125% |
Long term debt, monthly payment | $ 8,440 |
Number of installments | installment | 60 |
LONG-TERM DEBT - Narrative (Det
LONG-TERM DEBT - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Debt Disclosure [Abstract] | ||||
Interest expense | $ 4 | $ 13 | $ 6 | $ 20 |
LEASES - Narrative (Details)
LEASES - Narrative (Details) | Jun. 30, 2021 |
Minimum | |
Leases (Details) [Line Items] | |
Operating lease remaining lease term | 1 year |
Operating lease extension term | 3 years |
Maximum | |
Leases (Details) [Line Items] | |
Operating lease remaining lease term | 5 years |
Operating lease extension term | 5 years |
LEASES - Schedule of lease bala
LEASES - Schedule of lease balances within our condensed consolidated balance sheet (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Leases [Abstract] | ||
Right to use assets, operating lease assets | $ 31,661 | $ 12,088 |
Current lease liability | 5,464 | 3,001 |
Non-current lease liability | 27,427 | 9,479 |
Total | $ 32,891 | $ 12,480 |
LEASES - Schedule of other info
LEASES - Schedule of other information related to leases (Details) | Jun. 30, 2021 | Jun. 30, 2020 |
Leases [Abstract] | ||
Weighted average remaining lease term | 7 years 2 months 1 day | 3 years 5 months 8 days |
Weighted average discount rate | 6.00% | 7.60% |
LEASES - Schedule of operating
LEASES - Schedule of operating lease assets (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Leases [Abstract] | ||
Operating lease costs | $ 3,548 | $ 1,714 |
Short-term lease costs | 1,109 | 31 |
Total operating lease costs | $ 4,657 | $ 1,745 |
LEASES - Schedule of future min
LEASES - Schedule of future minimum rental payments (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Leases [Abstract] | ||
2021 (remainder of the year) | $ 3,769 | |
2022 | 6,720 | |
2023 | 6,021 | |
2024 | 4,884 | |
2025 | 4,246 | |
Thereafter | 15,170 | |
Total lease payments | 40,810 | |
Less: Imputed interest | (7,919) | |
Lease Liability at June 30, 2021 | $ 32,891 | $ 12,480 |
SHARE BASED PAYMENTS (Details)
SHARE BASED PAYMENTS (Details) $ in Millions | 6 Months Ended |
Jun. 30, 2021USD ($) | |
Option | |
Share Based Payments and Stock Options (Details) [Line Items] | |
Unamortized share-based compensation | $ 10.4 |
Weighted average period | 3 years 3 months 18 days |
Common Stock Warrants | |
Share Based Payments and Stock Options (Details) [Line Items] | |
Unamortized share-based compensation | $ 3.3 |
Weighted average period | 2 years 6 months |
SHARE BASED PAYMENTS - Schedule
SHARE BASED PAYMENTS - Schedule of share-based payment expense (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Share Based Payments and Stock Options (Details) - Schedule of share-based payment expense [Line Items] | ||
Total | $ 3,241 | $ 5,302 |
Warrants | ||
Share Based Payments and Stock Options (Details) - Schedule of share-based payment expense [Line Items] | ||
Total | 747 | 0 |
Restricted stock | ||
Share Based Payments and Stock Options (Details) - Schedule of share-based payment expense [Line Items] | ||
Total | 1,935 | 3,316 |
Stock options | ||
Share Based Payments and Stock Options (Details) - Schedule of share-based payment expense [Line Items] | ||
Total | $ 559 | $ 1,986 |
SHARE BASED PAYMENTS - Schedu_2
SHARE BASED PAYMENTS - Schedule of restricted stock activity (Details) shares in Thousands | 6 Months Ended |
Jun. 30, 2021$ / sharesshares | |
Shares | |
Nonvested Shares, Granted (in shares) | shares | |
Weighted Average Grant Date Fair Value | |
Weighted Average Grant Date Fair Value, Granted (in dollars per share) | $ 0 |
Weighted Average Grant Date Fair Value, Vested (in dollars per share) | $ 3.31 |
Restricted stock | |
Shares | |
Nonvested Shares, beginning balance (in shares) | shares | 630 |
Nonvested Shares, Granted (in shares) | shares | 201 |
Nonvested Shares, Vested (in shares) | shares | (291) |
Nonvested Shares, Forfeited (in shares) | shares | (9) |
Nonvested Shares, ending balance (in shares) | shares | 531 |
Weighted Average Grant Date Fair Value | |
Weighted Average Grant Date Fair Value, beginning balance (in dollars per share) | $ 4.15 |
Weighted Average Grant Date Fair Value, Granted (in dollars per share) | 45.56 |
Weighted Average Grant Date Fair Value, Vested (in dollars per share) | 4.39 |
Weighted Average Grant Date Fair Value, Forfeited (in dollars per share) | 18.54 |
Weighted Average Grant Date Fair Value, ending balance (in dollars per share) | $ 20.40 |
SHARE BASED PAYMENTS - Schedu_3
SHARE BASED PAYMENTS - Schedule of stock options (Details) - $ / shares | 6 Months Ended |
Jun. 30, 2021 | |
Shares | |
Beginning balance, Outstanding, Shares (in shares) | 1,803,000 |
Granted, Shares (in shares) | |
Exercised, Shares (in shares) | (753,000) |
Forfeited or expired, Shares (in shares) | (50,000) |
Ending balance, Outstanding, Shares (in shares) | 1,000,000 |
Weight - Average Exercise Price | |
Weighted - Average Exercise Price, Outstanding beginning balance (in dollars per share) | $ 3.92 |
Weighted - Average Exercise Price, Granted (in dollars per share) | 0 |
Weighted - Average Exercise Price, Exercised (in dollars per share) | 3.05 |
Weighted - Average Exercise Price, Forfeited or expired (in dollars per share) | 4,160 |
Weighted - Average Exercise Price, Outstanding ending balance (in dollars per share) | $ 4.56 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract] | |
Weighted - Average Remaining Contractual Term, Outstanding beginning | 3 years 5 months 19 days |
Weighted - Average Remaining Contractual Term, Outstanding ending | 3 years 3 months 21 days |
Weighted - Average Grant Date Fair Value, Outstanding beginning balance (in dollars per share) | $ 2.38 |
Weighted - Average Grant Date Fair Value, Granted (in dollars per share) | 0 |
Weighted - Average Grant Date Fair Value, Exercised (in dollars per share) | 1.65 |
Weighted - Average Grant Date Fair Value, Forfeited or expired (in dollars per share) | 2,280 |
Weighted - Average Grant Date Fair Value Outstanding ending balance (in dollars per share) | $ 2.46 |
Options Vested and exercisable , Shares (in shares) | 774,000 |
Weighted - Average Exercise Price, Vested and exercisable (in dollars per share) | $ 4.29 |
Weighted - Average Remaining Contractual Term, Vested and exercisable | 2 years 9 months 18 days |
Weighted - Average Grant Date Fair Value, Options Vested (in dollars per share) | $ 3.31 |
SHARE BASED PAYMENTS - Schedu_4
SHARE BASED PAYMENTS - Schedule of company’s outstanding stock purchase warrants (Details) shares in Thousands | 6 Months Ended |
Jun. 30, 2021$ / sharesshares | |
Warrants | |
Warrants Outstanding, beginning balance (in shares) | 1,393 |
Warrants, Issued (in shares) | 0 |
Warrants, Exercised (in shares) | (968) |
Warrants, Forfeited (in shares) | 0 |
Warrants Outstanding, ending balance (in shares) | 425 |
Weighted Average Exercise Price | |
Weighted Average Exercise Price Outstanding, beginning (in dollars per share) | $ / shares | $ 7.49 |
Weighted Average Exercise Price, Exercised (in dollars per share) | $ / shares | 2.84 |
Weighted Average Exercise Price Outstanding, ending (in dollars per share) | $ / shares | $ 17.25 |
EARNINGS PER SHARE - Schedule o
EARNINGS PER SHARE - Schedule of weighted average shares (denominator) used in the basic and dilutive earnings per share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Schedule of weighted average shares (denominator) used in the basic and dilutive earnings per share [Abstract] | ||||
Net income | $ 6,713 | $ 2,574 | $ 12,860 | $ 480 |
Weighted average shares outstanding, basic (in shares) | 59,061,000 | 38,617,000 | 58,588,000 | 38,224,000 |
Effect of dilution (in shares) | 1,162,000 | 2,399,000 | 1,206,000 | 2,017,000 |
Adjusted weighted average shares outstanding, dilutive (in shares) | 60,223,000 | 41,016,000 | 59,794,000 | 40,241,000 |
Basic earnings per shares (in dollars per share) | $ 0.11 | $ 0.07 | $ 0.22 | $ 0.01 |
Dilutive earnings per share (in dollars per share) | $ 0.11 | $ 0.06 | $ 0.22 | $ 0.01 |
ACQUISITIONS - Narrative (Detai
ACQUISITIONS - Narrative (Details) - USD ($) $ in Thousands | May 24, 2021 | Apr. 19, 2021 | Mar. 19, 2021 | Mar. 15, 2021 | Mar. 12, 2021 | Feb. 22, 2021 | Feb. 15, 2021 | Feb. 01, 2021 | Jan. 25, 2021 | Jun. 30, 2021 | Jun. 30, 2020 | Jun. 16, 2020 | Feb. 26, 2020 |
Acquisitions (Details) [Line Items] | |||||||||||||
Amortization expense | $ 2,135 | $ 3,530 | |||||||||||
Indoor Garden & Lighting, Inc | |||||||||||||
Acquisitions (Details) [Line Items] | |||||||||||||
Consideration for purchase | $ 1,700 | ||||||||||||
Cash consideration for purchase | 1,200 | ||||||||||||
Equity consideration for purchase | 500 | ||||||||||||
Acquired goodwill | $ 800 | ||||||||||||
Grow Depot Maine | |||||||||||||
Acquisitions (Details) [Line Items] | |||||||||||||
Consideration for purchase | $ 2,100 | ||||||||||||
Cash consideration for purchase | 1,700 | ||||||||||||
Equity consideration for purchase | 400 | ||||||||||||
Acquired goodwill | $ 1,300 | ||||||||||||
Grow Warehouse LLC | |||||||||||||
Acquisitions (Details) [Line Items] | |||||||||||||
Consideration for purchase | $ 17,800 | ||||||||||||
Cash consideration for purchase | 8,100 | ||||||||||||
Equity consideration for purchase | 9,700 | ||||||||||||
Acquired goodwill | $ 11,100 | ||||||||||||
San Diego Hydroponics & Organics | |||||||||||||
Acquisitions (Details) [Line Items] | |||||||||||||
Consideration for purchase | $ 9,300 | ||||||||||||
Cash consideration for purchase | 4,800 | ||||||||||||
Equity consideration for purchase | 4,500 | ||||||||||||
Acquired goodwill | $ 5,700 | ||||||||||||
Charcoir Corporation | |||||||||||||
Acquisitions (Details) [Line Items] | |||||||||||||
Consideration for purchase | $ 16,400 | ||||||||||||
Cash consideration for purchase | 9,900 | ||||||||||||
Equity consideration for purchase | 6,500 | ||||||||||||
Acquired goodwill | $ 6,100 | ||||||||||||
55 Hydroponics | |||||||||||||
Acquisitions (Details) [Line Items] | |||||||||||||
Consideration for purchase | $ 6,500 | ||||||||||||
Cash consideration for purchase | 5,400 | ||||||||||||
Equity consideration for purchase | 1,100 | ||||||||||||
Acquired goodwill | 3,900 | ||||||||||||
Aquarius | |||||||||||||
Acquisitions (Details) [Line Items] | |||||||||||||
Consideration for purchase | 3,600 | ||||||||||||
Cash consideration for purchase | 2,400 | ||||||||||||
Equity consideration for purchase | 1,200 | ||||||||||||
Acquired goodwill | $ 1,700 | ||||||||||||
Agron, LLC | |||||||||||||
Acquisitions (Details) [Line Items] | |||||||||||||
Consideration for purchase | $ 11,300 | ||||||||||||
Cash consideration for purchase | 6,000 | ||||||||||||
Equity consideration for purchase | 5,300 | ||||||||||||
Acquired goodwill | $ 8,700 | ||||||||||||
Health & Harvest LLC | |||||||||||||
Acquisitions (Details) [Line Items] | |||||||||||||
Acquired goodwill | $ 1,100 | ||||||||||||
Transaction cost | $ 2,850 | ||||||||||||
Down River Hydro | |||||||||||||
Acquisitions (Details) [Line Items] | |||||||||||||
Consideration for purchase | $ 4,400 | ||||||||||||
Cash consideration for purchase | 3,200 | ||||||||||||
Equity consideration for purchase | 1,200 | ||||||||||||
Acquired goodwill | $ 2,100 | ||||||||||||
Harvest | |||||||||||||
Acquisitions (Details) [Line Items] | |||||||||||||
Consideration for purchase | $ 8,300 | ||||||||||||
Cash consideration for purchase | 5,600 | ||||||||||||
Equity consideration for purchase | 2,800 | ||||||||||||
Acquired goodwill | $ 4,600 | ||||||||||||
H2O Hydroponics LLC | |||||||||||||
Acquisitions (Details) [Line Items] | |||||||||||||
Acquired goodwill | $ 1,000 | ||||||||||||
Transaction cost | $ 2,000 |
ACQUISITIONS - Schedule of purc
ACQUISITIONS - Schedule of purchase price (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Jun. 30, 2020 |
Business Acquisition, Contingent Consideration [Line Items] | ||
Inventory | $ 9,150 | $ 1,552 |
Prepaids and other current assets | 683 | 4 |
Furniture and equipment | 993 | 101 |
Liabilities | (169) | |
Operating lease right to use asset | 2,224 | |
Operating lease liability | (2,224) | |
Customer relationships | 11,962 | 405 |
Trade name | 10,711 | 591 |
Non-compete | 319 | 49 |
Intellectual property | 2,065 | |
Goodwill | 45,518 | 2,138 |
Total | 81,232 | $ 4,840 |
Agron | ||
Business Acquisition, Contingent Consideration [Line Items] | ||
Inventory | 0 | |
Prepaids and other current assets | 29 | |
Furniture and equipment | 46 | |
Liabilities | 0 | |
Operating lease right to use asset | 87 | |
Operating lease liability | (87) | |
Customer relationships | 832 | |
Trade name | 1,530 | |
Non-compete | 139 | |
Intellectual property | 0 | |
Goodwill | 8,673 | |
Total | 11,249 | |
Aquarius | ||
Business Acquisition, Contingent Consideration [Line Items] | ||
Inventory | 957 | |
Prepaids and other current assets | 12 | |
Furniture and equipment | 63 | |
Liabilities | 0 | |
Operating lease right to use asset | 0 | |
Operating lease liability | 0 | |
Customer relationships | 339 | |
Trade name | 485 | |
Non-compete | 0 | |
Intellectual property | 0 | |
Goodwill | 1,702 | |
Total | 3,558 | |
55 Hydro | ||
Business Acquisition, Contingent Consideration [Line Items] | ||
Inventory | 780 | |
Prepaids and other current assets | 29 | |
Furniture and equipment | 50 | |
Liabilities | 0 | |
Operating lease right to use asset | 853 | |
Operating lease liability | (853) | |
Customer relationships | 809 | |
Trade name | 870 | |
Non-compete | 26 | |
Intellectual property | 0 | |
Goodwill | 3,915 | |
Total | 6,479 | |
Charcoir | ||
Business Acquisition, Contingent Consideration [Line Items] | ||
Inventory | 839 | |
Prepaids and other current assets | 534 | |
Furniture and equipment | 0 | |
Liabilities | 0 | |
Operating lease right to use asset | 0 | |
Operating lease liability | 0 | |
Customer relationships | 5,712 | |
Trade name | 1,099 | |
Non-compete | 0 | |
Intellectual property | 2,065 | |
Goodwill | 6,119 | |
Total | 16,368 | |
San Diego Hydro | ||
Business Acquisition, Contingent Consideration [Line Items] | ||
Inventory | 1,400 | |
Prepaids and other current assets | 36 | |
Furniture and equipment | 315 | |
Liabilities | 0 | |
Operating lease right to use asset | 970 | |
Operating lease liability | (970) | |
Customer relationships | 605 | |
Trade name | 1,192 | |
Non-compete | 6 | |
Intellectual property | 0 | |
Goodwill | 5,728 | |
Total | 9,282 | |
Grow Warehouse | ||
Business Acquisition, Contingent Consideration [Line Items] | ||
Inventory | 2,448 | |
Prepaids and other current assets | 30 | |
Furniture and equipment | 250 | |
Liabilities | (169) | |
Operating lease right to use asset | 94 | |
Operating lease liability | (94) | |
Customer relationships | 1,256 | |
Trade name | 2,748 | |
Non-compete | 94 | |
Intellectual property | 0 | |
Goodwill | 11,122 | |
Total | 17,779 | |
Grow Depot Maine | ||
Business Acquisition, Contingent Consideration [Line Items] | ||
Inventory | 326 | |
Prepaids and other current assets | 3 | |
Furniture and equipment | 25 | |
Liabilities | 0 | |
Operating lease right to use asset | 91 | |
Operating lease liability | (91) | |
Customer relationships | 549 | |
Trade name | 344 | |
Non-compete | 36 | |
Intellectual property | 0 | |
Goodwill | 866 | |
Total | 2,149 | |
Indoor Garden | ||
Business Acquisition, Contingent Consideration [Line Items] | ||
Inventory | 372 | |
Prepaids and other current assets | 0 | |
Furniture and equipment | 94 | |
Liabilities | 0 | |
Operating lease right to use asset | 129 | |
Operating lease liability | (129) | |
Customer relationships | 210 | |
Trade name | 353 | |
Non-compete | 2 | |
Intellectual property | 0 | |
Goodwill | 661 | |
Total | 1,692 | |
Down River Hydro | ||
Business Acquisition, Contingent Consideration [Line Items] | ||
Inventory | 824 | |
Prepaids and other current assets | 3 | |
Furniture and equipment | 50 | |
Liabilities | 0 | |
Operating lease right to use asset | 0 | |
Operating lease liability | 0 | |
Customer relationships | 634 | |
Trade name | 698 | |
Non-compete | 16 | |
Intellectual property | 0 | |
Goodwill | 2,126 | |
Total | 4,351 | |
Harvest | ||
Business Acquisition, Contingent Consideration [Line Items] | ||
Inventory | 1,204 | |
Prepaids and other current assets | 7 | |
Furniture and equipment | 100 | |
Liabilities | 0 | |
Operating lease right to use asset | 0 | |
Operating lease liability | 0 | |
Customer relationships | 1,016 | |
Trade name | 1,392 | |
Non-compete | 0 | |
Intellectual property | 0 | |
Goodwill | 4,606 | |
Total | $ 8,325 |
ACQUISITIONS - Schedule of cons
ACQUISITIONS - Schedule of consideration paid (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Jun. 30, 2020 |
Business Acquisition, Contingent Consideration [Line Items] | ||
Cash | $ 48,045 | $ 3,032 |
Common stock | 33,187 | 1,808 |
Total | 81,232 | $ 4,840 |
Agron | ||
Business Acquisition, Contingent Consideration [Line Items] | ||
Cash | 5,973 | |
Common stock | 5,276 | |
Total | 11,249 | |
Aquarius | ||
Business Acquisition, Contingent Consideration [Line Items] | ||
Cash | 2,331 | |
Common stock | 1,227 | |
Total | 3,558 | |
55 Hydro | ||
Business Acquisition, Contingent Consideration [Line Items] | ||
Cash | 5,347 | |
Common stock | 1,132 | |
Total | 6,479 | |
Charcoir | ||
Business Acquisition, Contingent Consideration [Line Items] | ||
Cash | 9,902 | |
Common stock | 6,466 | |
Total | 16,368 | |
San Diego Hydro | ||
Business Acquisition, Contingent Consideration [Line Items] | ||
Cash | 4,751 | |
Common stock | 4,531 | |
Total | 9,282 | |
Grow Warehouse | ||
Business Acquisition, Contingent Consideration [Line Items] | ||
Cash | 8,100 | |
Common stock | 9,679 | |
Total | 17,779 | |
Grow Depot Maine | ||
Business Acquisition, Contingent Consideration [Line Items] | ||
Cash | 1,738 | |
Common stock | 411 | |
Total | 2,149 | |
Indoor Garden | ||
Business Acquisition, Contingent Consideration [Line Items] | ||
Cash | 1,165 | |
Common stock | 527 | |
Total | 1,692 | |
Down River Hydro | ||
Business Acquisition, Contingent Consideration [Line Items] | ||
Cash | 3,177 | |
Common stock | 1,174 | |
Total | 4,351 | |
Harvest | ||
Business Acquisition, Contingent Consideration [Line Items] | ||
Cash | 5,561 | |
Common stock | 2,764 | |
Total | $ 8,325 |
ACQUISITIONS - Schedule of reve
ACQUISITIONS - Schedule of revenue and earnings included in consolidated income statement (Details) - USD ($) $ in Thousands | 4 Months Ended | 6 Months Ended |
Jun. 30, 2020 | Jun. 30, 2021 | |
Acquisitions (Details) - Schedule of revenue and earnings included in consolidated income statement [Line Items] | ||
Revenue | $ 2,527 | $ 5,986 |
Net Income | $ 905 | |
Agron | ||
Acquisitions (Details) - Schedule of revenue and earnings included in consolidated income statement [Line Items] | ||
Acquisition date | Mar. 19, 2021 | |
Revenue | $ 6,105 | |
Net Income | $ 324 | |
Aquarius | ||
Acquisitions (Details) - Schedule of revenue and earnings included in consolidated income statement [Line Items] | ||
Acquisition date | Mar. 15, 2021 | |
Revenue | $ 2,684 | |
Net Income | $ 365 | |
55 Hydro | ||
Acquisitions (Details) - Schedule of revenue and earnings included in consolidated income statement [Line Items] | ||
Acquisition date | Mar. 15, 2021 | |
Revenue | $ 2,222 | |
Net Income | $ 314 | |
Charcoir | ||
Acquisitions (Details) - Schedule of revenue and earnings included in consolidated income statement [Line Items] | ||
Acquisition date | Mar. 12, 2021 | |
Revenue | $ 1,880 | |
Net Income | $ 518 | |
San Diego Hydro | ||
Acquisitions (Details) - Schedule of revenue and earnings included in consolidated income statement [Line Items] | ||
Acquisition date | Feb. 22, 2021 | |
Revenue | $ 3,446 | |
Net Income | $ 547 | |
Grow Warehouse | ||
Acquisitions (Details) - Schedule of revenue and earnings included in consolidated income statement [Line Items] | ||
Acquisition date | Feb. 15, 2021 | |
Revenue | $ 6,753 | |
Net Income | $ 1,297 | |
Grow Depot Maine | ||
Acquisitions (Details) - Schedule of revenue and earnings included in consolidated income statement [Line Items] | ||
Acquisition date | Feb. 1, 2021 | |
Revenue | $ 2,779 | |
Net Income | $ 555 | |
Indoor Garden | ||
Acquisitions (Details) - Schedule of revenue and earnings included in consolidated income statement [Line Items] | ||
Acquisition date | Jan. 25, 2021 | |
Revenue | $ 2,308 | |
Net Income | $ 433 | |
Down River Hydro | ||
Acquisitions (Details) - Schedule of revenue and earnings included in consolidated income statement [Line Items] | ||
Acquisition date | Apr. 19, 2021 | |
Revenue | $ 1,200 | |
Net Income | $ 176 | |
Harvest | ||
Acquisitions (Details) - Schedule of revenue and earnings included in consolidated income statement [Line Items] | ||
Acquisition date | May 24, 2021 | |
Revenue | $ 1,489 | |
Net Income | $ 268 |
ACQUISITIONS - Schedule of pro
ACQUISITIONS - Schedule of pro forma consolidated income statement (Details) - USD ($) $ / shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2019 | |
Business Acquisition, Contingent Consideration [Line Items] | ||||||
Revenue | $ 130,504 | $ 40,501 | $ 229,599 | $ 90,126 | $ 37,122 | |
Net income | $ 12,446 | $ 1,849 | $ 19,849 | $ 2,352 | ||
Earnings (in dollars per share) | $ 1,465 | |||||
Consolidated | ||||||
Business Acquisition, Contingent Consideration [Line Items] | ||||||
Revenue | $ 21,759 | |||||
Earnings (in dollars per share) | $ 1,149 |
ACQUISITIONS - H20 Hydroponics
ACQUISITIONS - H20 Hydroponics LLC and Health & Harvest LLC Acquisitions (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Jun. 30, 2020 | Jun. 30, 2021 |
Business Acquisition, Contingent Consideration [Line Items] | |||
Inventory | $ 1,552 | $ 1,552 | $ 9,150 |
Prepaids and other current assets | 4 | 4 | 683 |
Furniture and equipment | 101 | 101 | 993 |
Right to use asset | 1,094 | 1,094 | |
Lease liability | (1,094) | (1,094) | |
Customer relationships | 405 | 405 | 11,962 |
Trade name | 591 | 591 | 10,711 |
Non-compete | 49 | 49 | 319 |
Goodwill | 2,138 | 2,138 | 45,518 |
Total | 4,840 | 4,840 | |
Cash | 3,032 | 3,032 | 48,045 |
Common stock | 1,808 | 1,808 | 33,187 |
Total | 4,840 | 4,840 | 81,232 |
Revenue | 2,527 | $ 5,986 | |
Earnings | 490 | ||
H2O Hydroponics LLC | |||
Business Acquisition, Contingent Consideration [Line Items] | |||
Inventory | 498 | 498 | |
Prepaids and other current assets | 4 | 4 | |
Furniture and equipment | 50 | 50 | |
Right to use asset | 902 | 902 | |
Lease liability | (902) | (902) | |
Customer relationships | 150 | 150 | |
Trade name | 234 | 234 | |
Non-compete | 43 | 43 | |
Goodwill | 1,008 | 1,008 | |
Total | 1,987 | 1,987 | |
Cash | 1,282 | 1,282 | |
Common stock | 705 | 705 | |
Total | $ 1,987 | 1,987 | |
Acquisition date | Jun. 26, 2020 | ||
Revenue | $ 227 | ||
Earnings | 28 | ||
Health & Harvest LLC | |||
Business Acquisition, Contingent Consideration [Line Items] | |||
Inventory | 1,054 | 1,054 | |
Prepaids and other current assets | 0 | 0 | |
Furniture and equipment | 51 | 51 | |
Right to use asset | 192 | 192 | |
Lease liability | (192) | (192) | |
Customer relationships | 255 | 255 | |
Trade name | 357 | 357 | |
Non-compete | 6 | 6 | |
Goodwill | 1,130 | 1,130 | |
Total | 2,853 | 2,853 | |
Cash | 1,750 | 1,750 | |
Common stock | 1,103 | 1,103 | |
Total | $ 2,853 | $ 2,853 | |
Acquisition date | Feb. 26, 2020 | ||
Revenue | $ 2,300 | ||
Earnings | $ 462 |
RELATED PARTIES - Narrative (De
RELATED PARTIES - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended |
Jun. 30, 2021 | Jun. 30, 2021 | |
Immediate Family Member of Management or Principal Owner | ||
Related Party Transaction [Line Items] | ||
Legal services | $ 0.2 | $ 0.4 |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) $ in Millions | Jul. 27, 2021USD ($)store | Jul. 03, 2021USD ($) | Jul. 01, 2021USD ($)shares | Jun. 30, 2021store |
Subsequent Event [Line Items] | ||||
Number of stores | store | 58 | |||
Aqua Serene | Subsequent Event | ||||
Subsequent Event [Line Items] | ||||
Consideration for purchase | $ 10 | |||
Cash consideration for purchase | $ 7.7 | |||
Number of shares issued in business acquisition (in shares) | shares | 46,554 | |||
Equity consideration for purchase | $ 2.3 | |||
Mendocino Greenhouse & Garden Supply, Inc. | Subsequent Event | ||||
Subsequent Event [Line Items] | ||||
Consideration for purchase | $ 4 | |||
HGS Hydro | Subsequent Event | ||||
Subsequent Event [Line Items] | ||||
Consideration for purchase | $ 72.2 | |||
Cash consideration for purchase | $ 55.2 | |||
Number of stores | store | 6 | |||
Equity consideration for purchase | $ 17 |