Document and Entity Information
Document and Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2019 | Mar. 25, 2020 | Jun. 28, 2019 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2019 | ||
Document Fiscal Year Focus | 2019 | ||
Document Fiscal Period Focus | FY | ||
Entity Registrant Name | Mohawk Group Holdings, Inc. | ||
Entity Central Index Key | 0001757715 | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Small Business | true | ||
Entity Shell Company | false | ||
Entity Emerging Growth Company | true | ||
Entity Ex Transition Period | false | ||
Entity Common Stock, Shares Outstanding | 17,696,169 | ||
Entity File Number | 001-38937 | ||
Entity Tax Identification Number | 83-1739858 | ||
Entity Address, Address Line One | 37 East 18th Street | ||
Entity Address, Address Line Two | 7th Floor | ||
Entity Address, City or Town | New York | ||
Entity Address, State or Province | NY | ||
Entity Address, Postal Zip Code | 10003 | ||
City Area Code | (347) | ||
Local Phone Number | 676-1681 | ||
Entity Incorporation, State or Country Code | DE | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Title of each class | Common stock, par value $0.0001 per share | ||
Trading Symbol(s) | MWK | ||
Name of each exchange on which registered | NASDAQ | ||
Entity Voluntary Filers | No | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Public Float | $ 63.4 | ||
Documents Incorporated by Reference | DOCUMENTS INCORPORATED BY REFERENCE Portions of the registrant’s definitive proxy statement for the 2020 Annual Meeting of Stockholders are incorporated by reference into Part III of this Form 10-K, to the extent described in Part III. Such definitive proxy statement, or an amendment to this Annual Report on Form 10-K, will be filed with the Securities and Exchange Commission within 120 days after the end of the registrant’s fiscal year-ended December 31, 2019. |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
CURRENT ASSETS: | ||
Cash | $ 30,353 | $ 20,029 |
Accounts receivable—net | 1,059 | 1,403 |
Inventory | 36,212 | 30,552 |
Prepaid and other current assets | 5,395 | 5,418 |
Total current assets | 73,019 | 57,402 |
PROPERTY AND EQUIPMENT—net | 175 | 268 |
GOODWILL AND OTHER INTANGIBLES—net | 1,055 | |
OTHER NON-CURRENT ASSETS | 175 | 337 |
TOTAL ASSETS | 74,424 | 58,007 |
CURRENT LIABILITIES: | ||
Credit facility | 21,657 | 14,451 |
Accounts payable | 21,064 | 15,404 |
Term loan | 3,000 | |
Accrued and other current liabilities | 7,505 | 9,708 |
Total current liabilities | 53,226 | 39,563 |
OTHER LIABILITIES | 4 | 26 |
TERM LOANS | 10,467 | 13,049 |
Total liabilities | 63,697 | 52,638 |
COMMITMENTS AND CONTINGENCIES (Note 12) | ||
STOCKHOLDERS’ EQUITY: | ||
Common stock, par value $0.0001 per share—500,000,000 shares authorized and 11,534,190 shares outstanding at December 31, 2018; 500,000,000 shares authorized and 17,736,649 shares outstanding at December 31, 2019 | 2 | 1 |
Additional paid-in capital | 140,477 | 76,348 |
Accumulated deficit | (129,809) | (71,020) |
Accumulated other comprehensive income | 57 | 40 |
Total stockholders’ equity | 10,727 | 5,369 |
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | $ 74,424 | $ 58,007 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2019 | Dec. 31, 2018 |
Statement Of Financial Position [Abstract] | ||
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 500,000,000 | 500,000,000 |
Common stock, shares outstanding | 17,736,649 | 11,534,190 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Income Statement [Abstract] | ||
NET REVENUE | $ 114,451 | $ 73,279 |
COST OF GOODS SOLD | 69,411 | 47,296 |
GROSS PROFIT | 45,040 | 25,983 |
OPERATING EXPENSES: | ||
Research and development | 10,661 | 3,655 |
Sales and distribution | 55,206 | 40,467 |
General and administrative | 33,506 | 11,290 |
TOTAL OPERATING EXPENSES: | 99,373 | 55,412 |
OPERATING LOSS | (54,333) | (29,429) |
INTEREST EXPENSE—net | 4,386 | 2,353 |
OTHER (INCOME) EXPENSE— net | 41 | (14) |
LOSS BEFORE INCOME TAXES | (58,760) | (31,768) |
PROVISION FOR INCOME TAXES | 29 | 55 |
NET LOSS | $ (58,789) | $ (31,823) |
Net loss per share, basic and diluted | $ (4.35) | $ (3.13) |
Weighted-average number of shares outstanding, basic and diluted | 13,516,844 | 10,160,879 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Statement Of Income And Comprehensive Income [Abstract] | ||
NET LOSS | $ (58,789) | $ (31,823) |
OTHER COMPREHENSIVE INCOME: | ||
Foreign currency translation adjustments | 17 | 83 |
Other comprehensive income | 17 | 83 |
COMPREHENSIVE LOSS | $ (58,772) | $ (31,740) |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands | Total | Series C Preferred Stock | Series C-1 Preferred Stock | Common Stock | Common StockSeries C Preferred Stock | Common StockSeries C-1 Preferred Stock | Common StockSeries B Preferred Stock | Common StockMarch 20, 2019 | Common StockMay 17, 2019 | Common StockJune 12, 2019 | Common StockAugust 2019 | Common StockNovember 2019 | Additional Paid-in Capital | Additional Paid-in CapitalSeries C Preferred Stock | Additional Paid-in CapitalSeries C-1 Preferred Stock | Accumulated Deficit | Accumulated Other Comprehensive Income/(Loss) |
Beginning balance at Dec. 31, 2017 | $ 8,154 | $ 1 | $ 47,393 | $ (39,197) | $ (43) | ||||||||||||
Beginning balance, shares at Dec. 31, 2017 | 8,575,950 | ||||||||||||||||
Net loss | (31,823) | (31,823) | |||||||||||||||
Issuance of preferred stock upon conversion of common stock | $ 20,972 | $ 6,417 | $ 20,972 | $ 6,417 | |||||||||||||
Issuance of preferred stock upon conversion of common stock, shares | 1,536,602 | 491,260 | |||||||||||||||
Issuance of common stock, shares | 897,435 | 28,478 | |||||||||||||||
Issuance of warrants related to debt | 929 | 929 | |||||||||||||||
Stock-based compensation | 619 | 619 | |||||||||||||||
Exercise of stock options | 18 | 18 | |||||||||||||||
Exercise of stock options, shares | 4,465 | ||||||||||||||||
Other comprehensive income | 83 | 83 | |||||||||||||||
Ending balance at Dec. 31, 2018 | 5,369 | $ 1 | 76,348 | (71,020) | 40 | ||||||||||||
Ending balance, shares at Dec. 31, 2018 | 11,534,190 | ||||||||||||||||
Net loss | (58,789) | (58,789) | |||||||||||||||
Issuance of restricted common stock, shares | 2,406,618 | 19,407 | 64,982 | 84,975 | 25,990 | ||||||||||||
Issuance of common stock | 29,447 | $ 1 | 29,446 | ||||||||||||||
Issuance of common stock, shares | 3,600,000 | ||||||||||||||||
Stock-based compensation | 34,681 | 34,681 | |||||||||||||||
Exercise of stock options | $ 2 | 2 | |||||||||||||||
Exercise of stock options, shares | 487 | 487 | |||||||||||||||
Other comprehensive income | $ 17 | 17 | |||||||||||||||
Ending balance at Dec. 31, 2019 | $ 10,727 | $ 2 | $ 140,477 | $ (129,809) | $ 57 | ||||||||||||
Ending balance, shares at Dec. 31, 2019 | 17,736,649 |
Consolidated Statements of St_2
Consolidated Statements of Stockholders' Equity (Parenthetical) - $ / shares | Jun. 12, 2019 | May 17, 2019 | Mar. 20, 2019 | Nov. 30, 2019 | Aug. 31, 2019 | Sep. 30, 2018 | Apr. 30, 2018 |
Series C Preferred Stock | |||||||
Issuance of common stock, shares | 5,992,750 | ||||||
Preferred stock conversion price, per share | $ 0.2564 | ||||||
Series C-1 Preferred Stock | |||||||
Issuance of common stock, shares | 1,915,916 | ||||||
Preferred stock conversion price, per share | $ 0.2564 | ||||||
Common Stock | |||||||
Issuance of restricted common stock | 64,982 | 88,548 | 2,406,618 | 74,510 | 84,975 | ||
Restricted common stock, forfeitures | 69,141 | 48,520 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
OPERATING ACTIVITIES: | ||
Net loss | $ (58,789) | $ (31,823) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 183 | 253 |
Provision for sales returns | 134 | 78 |
Amortization of deferred financing cost and debt discounts | 1,218 | 667 |
Stock-based compensation | 34,681 | 619 |
Allowance for doubtful accounts | 35 | |
Other | 59 | 90 |
Loss on early extinguishment on Midcap term loan | 97 | |
Changes in assets and liabilities: | ||
Accounts receivable | 309 | (70) |
Inventory | (5,360) | (9,974) |
Prepaid and other current assets | (1,004) | (1,153) |
Accounts payable, accrued and other liabilities | 3,334 | 10,871 |
Cash used in operating activities | (25,200) | (30,345) |
INVESTING ACTIVITIES: | ||
Purchase of fixed assets | (114) | (61) |
Cash consideration for acquisition of Aussie Health | (1,176) | |
Proceeds on sale of fixed assets | 6 | 35 |
Cash used in investing activities | (1,284) | (26) |
FINANCING ACTIVITIES: | ||
Proceeds from Initial Public Offering | 36,000 | |
Borrowings from Mid Cap credit facility | 98,663 | 62,665 |
Repayments from Mid Cap credit facility | (92,165) | (50,784) |
Insurance financing proceeds | 3,833 | |
Insurance obligation payments | (2,783) | |
Capital lease obligation payments | (55) | (54) |
Capital lease financing proceeds | 20 | |
Proceeds from exercise of stock options | 18 | |
Repayments from MidCap term loan | (6,776) | |
Prepayment penalty incurred with the Midcap term loan extinguishment | (97) | |
Deferred offering costs | (947) | |
Cash provided by financing activities | 36,566 | 45,293 |
EFFECT OF EXCHANGE RATE ON CASH | (1) | (11) |
NET CHANGE IN CASH AND RESTRICTED CASH FOR THE YEAR | 10,081 | 14,911 |
CASH AND RESTRICTED CASH AT BEGINNING OF YEAR | 20,708 | 5,797 |
CASH AND RESTRICTED CASH AT END OF YEAR | 30,789 | 20,708 |
RECONCILIATION OF CASH AND RESTRICTED CASH | ||
CASH | 30,353 | 20,029 |
RESTRICTED CASH—Prepaid and other current assets | 307 | 550 |
RESTRICTED CASH—Other non-current assets | 129 | 129 |
CASH AND RESTRICTED CASH AT END OF YEAR | 30,789 | 20,708 |
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION | ||
Cash paid for interest | 3,201 | 1,555 |
Cash paid for taxes | 21 | 3 |
NON-CASH INVESTING AND FINANCING ACTIVITIES: | ||
Equity fundraising costs not paid | 160 | |
Debt issuance costs not paid | 1,388 | |
Discount of debt relating to warrants issuance | 929 | |
Capital lease | 25 | |
Notes payable on acquisition | 195 | |
Initial Public Offering | ||
FINANCING ACTIVITIES: | ||
Issuance costs of stock | (5,446) | |
Series C Preferred Stock | ||
FINANCING ACTIVITIES: | ||
Issuance costs of stock | (2,997) | |
Proceeds from issuance of preferred stock - converted to common stock | 23,969 | |
Series C-1 Preferred Stock | ||
FINANCING ACTIVITIES: | ||
Issuance costs of stock | (1,243) | |
Proceeds from issuance of preferred stock - converted to common stock | 7,660 | |
Horizon Term Loan | ||
FINANCING ACTIVITIES: | ||
Debt issuance costs | (900) | (215) |
Borrowings from term loan | 15,000 | |
Mid Cap Credit Facility | ||
FINANCING ACTIVITIES: | ||
Debt issuance costs | $ (581) | $ (926) |
Organization and Description of
Organization and Description of Business | 12 Months Ended |
Dec. 31, 2019 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Organization and Description of Business | 1. Mohawk Group Holdings, Inc. and subsidiaries (“Mohawk” or the “Company”) is a rapidly growing technology-enabled consumer products company that uses machine learning, natural language processing, and data analytics to design, develop, market and sell products. Mohawk predominately operates through online retail channels such as Amazon and Walmart. Headquartered in New York, Mohawk’s other offices can be found in China, Philippines, Israel, and Poland. Merger— On September 4, 2018, pursuant to an Agreement and Plan of Merger and Reorganization among the Company, MGH Merger Sub, Inc. and Mohawk Group, Inc. (“MGI”), as amended by Amendment No. 1 dated as of April 1, 2018 (the “Merger Agreement”), MGI merged with Merger Sub, Inc., with MGI remaining as the surviving entity and becoming a wholly-owned operating subsidiary of the Company (the “Merger”). The Merger was a reverse recapitalization for financial reporting purposes. The Merger is reflected in the financial statements and financial disclosures as if the Merger was effective on January 1, 2017. Operations prior to the Merger are the historical operations of MGI. Under the Merger Agreement, all outstanding shares of common stock, shares of preferred stock and warrants, excluding MGI’s Series C preferred stock (“Series C”) and warrants to purchase shares of Series C, converted to shares of common stock of the Company at a ratio of 1 to 0.3131 (the “Conversion”). All outstanding Series C converted on a 1 to 0.2564 basis to shares of common stock of the Company and all outstanding warrants to purchase shares of Series C converted to warrants to purchase shares of common stock of the Company on a 1 to 0.2564 basis. At the time of the merger, the Company had 0.9 million shares outstanding held by certain Series C holders. Initial Public Offering— On June 14, 2019, the Company completed its initial public offering (“IPO”), selling 3,600,000 shares of common stock at a public offering price of $10.00 per share. Net proceeds to the Company from the offering were approximately $29.4 million, after deducting legal, underwriting and other offering expenses. Liquidity and Going Concern— The Company is an early-stage growth company. Accordingly, the Company endeavors to continuously invest in the launch of new products, the development of its software, and the expansion of its sales and distribution infrastructure in order to accelerate revenue growth and scale operations to support such growth. To fund these investments, the Company has historically obtained financing and raised capital since its inception with the expectation that the Company will generate profits in the future. The Company intends to continue to its strategy of investing in growth by launching new products, developing its software and expanding its sales and distribution operations for the foreseeable future. As a result of its historical investments, the Company has incurred operating losses since its inception, which includes an operating loss of $54.3 million for the year ended December 31, 2019 and had an accumulated deficit of $129.8 million, cash on hand of $30.4 million, and total outstanding borrowing from lenders of $35.1 million with no available capacity as of December 31, 2019. The Company has raised $102.0 million in equity financing to fund its operations since inception, including the net proceeds from the IPO, through December 31, 2019. In addition, while the Company anticipates it will remain in compliance with the covenants prescribed by its existing financing arrangements (See Note 9 – Credit Facility and Term Loans), there can be no assurance that the Company’s operating forecast and cash flows for the twelve months following the issuance of the accompanying consolidated financial statements will be attained such that the Company will be able to maintain compliance with these covenants or generate sufficient liquidity to fund its ongoing operations. These negative financial conditions raise substantial doubt about the Company’s ability to continue as a going concern as of December 31, 2019. Management plans to continue to closely monitor its operating forecast and cash flows, and may pursue additional sources of financing and/or capital to fund its operations. If the Company is unable to improve its operating results, increase its operating cash inflows, and/or obtain additional sources of financing and capital on acceptable terms (if at all), the Company may have to make significant changes to its operating plan, such as delay expenditures, reduce investments in new products, delay the development of its software, reduce its sale and distribution infrastructure, or otherwise significantly reduce the scope of its business. The accompanying consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty. See Note 17 – Subsequent Events. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Basis of Presentation —The consolidated financial statements and accompanying notes have been prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”). Use of Estimates —Preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period covered by the financial statements and accompanying notes. The most significant estimates relate to the determination of fair value of the Company’s common stock and stock-based compensation. Management evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors, including the current economic environment, and makes adjustments when facts and circumstances dictate. As future events and their effects cannot be determined with precision, actual results could differ from those estimates. Principles of Consolidation —The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All inter-company balances and transactions have been eliminated in consolidation. Fair Value of Financial Instruments —The Company’s financial instruments, including cash, restricted cash, net accounts receivable, accounts payable, and accrued and other current liabilities are carried at historical cost. At December 31, 2018 and 2019, the carrying amounts of these instruments approximated their fair values because of their short-term nature. The term loans and credit facility are carried at amortized cost and at December 31, 2019, the carrying amount approximates fair value as the stated interest rate approximates market rates currently available to the Company. Assets and liabilities recorded at fair value on a recurring basis in the Consolidated Balance Sheets are categorized based upon the level of judgment associated with the inputs used to measure their fair values. Fair value is defined as the exchange price that would be received for an asset or an exit price that would be paid to transfer a liability 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. The authoritative guidance on fair value measurements establishes a three-tier fair value hierarchy for disclosure of fair value measurements as follows: Level 1 —Inputs are unadjusted, quoted prices in active markets for identical assets or liabilities at the measurement date; Level 2 —Inputs are observable, unadjusted quoted prices in active markets for similar assets or liabilities, unadjusted quoted prices for identical or similar assets or liabilities in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the related assets or liabilities; and Level 3 —Unobservable inputs that are supported by little or no market data for the related assets or liabilities. The categorization of a financial instrument within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. Goodwill —Goodwill is the excess of the acquisition cost of an acquired business over the fair value of the identifiable net assets acquired. Goodwill and other indefinite lived intangible assets are not amortized. These assets are reviewed annually (or more frequently under various conditions) for impairment using a fair value approach. The Company performs its annual, or interim, goodwill impairment test by comparing the fair value of its reporting units with their carrying amounts. The Company expects to perform its annual impairment testing during the fourth quarter of the calendar year. The Company would recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value; however, the loss recognized would not exceed the total amount of goodwill allocated to that reporting unit. Additionally, the Company considers income tax effects from any tax-deductible goodwill on the carrying amount of its reporting unit when measuring the goodwill impairment loss, if applicable. The fair value of the reporting units is estimated using discounted cash flow methodologies, as well as considering third party market value indicators. The Company’s use of a discounted cash flow methodology includes estimates of future revenue based upon budgets and projections. The Company also develops estimates for future levels of gross and operating profits and projected capital expenditures. The Company’s methodology also includes the use of estimated discount rates based upon industry and competitor analysis as well as other factors. Calculating the fair value of the reporting units requires significant estimates and assumptions by management. Should the estimates and assumptions regarding the fair value of the reporting units prove to be incorrect, the Company may be required to record impairments to its goodwill in future periods and such impairments could be material. The Company has the option to perform a qualitative assessment to determine whether it is necessary to perform the quantitative goodwill impairment test. However, the Company may elect to perform the quantitative goodwill impairment test even if no indications of a potential impairment exist. The Company performed its goodwill impairment test in the fourth quarter of 2019. No material changes have occurred since testing and it was determined that there was no impairment for the year-ended December 31, 2019. Restricted Cash —The Company has restricted cash with its primary banks for use as collateral with its credit cards and required minimum restricted capital for its Chinese subsidiary. As of December 31, 2018, the Company has classified $0.6 million in prepaid and other current assets for collateral of its credit cards and $0.1 million cash for its Chinese subsidiary, within other non-current assets, as restricted cash. As of December 31, 2019, the Company has classified in restricted cash consisting of $0.3 million Accounts Receivable —Accounts receivable are stated at historical cost less allowance for doubtful accounts. On a periodic basis, management evaluates its accounts receivable and determines whether to provide an allowance or if any accounts should be written off based on past history of write-offs, collections and current credit conditions. A receivable is considered past due if the Company has not received payments based on agreed-upon terms. The Company generally does not require any security or collateral to support its receivables. The Company performs on-going evaluations of its customers and maintains an allowance for bad and doubtful receivables. At December 31, 2018 and 2019, the allowance for doubtful accounts was $0.0 million and $0.0 million, respectively. Concentration of Credit Risk —Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash and accounts receivable. The Company maintains cash and restricted cash with various domestic and foreign financial institutions of high credit quality. The Company performs periodic evaluations of the relative credit standing of all of the aforementioned institutions. The Company’s accounts receivables are derived from sales contracts with a large number of customers. The Company maintains reserves for potential credit losses on customer accounts when deemed necessary. Significant customers are those which represent more than 10% of the Company’s total net revenue or gross accounts receivable balance at the balance sheet date. During the years ended December 31, 2018 and 2019, the Company had no customer that accounted for 10% or more of total net revenue. In addition, as of December 31, 2018 and 2019, the Company has no customer that accounted for 10% or more of gross accounts receivable. As of December 31, 2018 and 2019, approximately 79% and 74%, respectively, of its accounts receivable is held by the Company’s sales platform vendor Amazon, which collects money on the Company’s behalf from its customers. The Company’s business is reliant on one key vendor which currently provides the Company with its sales platform, logistics and fulfillment operations, including certain warehousing for the Company’s net goods, and invoicing and collection of its revenue from the Company’s end customers. In 2018, approximately 95% of the Company’s revenue was through or with the Amazon sales platform and in 2019, 95% of its net revenue was through or with the Amazon sales platform. Property and Equipment —Property and equipment are stated at cost less accumulated depreciation and amortization. Depreciation is provided for using the straight-line method over the estimated useful lives of the assets. Capital leases and leasehold improvements are amortized using the straight-line method over the shorter of the lease term or estimated useful life of the asset. Costs of maintenance and repairs that do not improve or extend the lives of the respective assets are expensed as incurred. The estimated useful lives for significant property and equipment categories are as follows: Computer equipment and software 3 years Furniture, fixtures, and equipment 3-5 years Leasehold improvements and capital leases Shorter of remaining lease term or estimated useful life Income Taxes —The Company accounts for income taxes under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to operating loss carry-forwards and temporary differences between financial statement bases of existing assets and liabilities and their respective income tax bases. Deferred tax assets and liabilities are measured using enacted income tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect of a change in the income tax rates on deferred tax asset and liability balances is recognized in income in the period that includes the enactment date of such rate change. A valuation allowance is recorded for loss carry-forwards and other deferred tax assets when it is determined that it is more likely than not that such loss carry-forwards and deferred tax assets will not be realized. The Company recognizes the tax benefits on any uncertain tax positions taken or expected to be taken in the consolidated financial statements when it is more likely than not the position will be realized upon ultimate settlement with the tax authority assuming full knowledge of the position and relevant facts. The tax benefits recognized in the consolidated financial statements from such a position are measured based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement. The Company recognizes estimated interest and penalties related to uncertain tax positions as a part of the provision for income taxes. Revenue Recognition —The Company accounts for revenue in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standard Codification (“ASC”) Topic 606, Revenue from Contracts with Customers. The Company adopted ASC Topic 606 as of January 1, 2017 using the full retrospective method. The standard did not affect the Company’s consolidated net loss, financial position, or cash flows. There were no changes to the timing of revenue recognition as a result of the adoption. The Company derives its revenue from the sale of consumer products. The Company sells its products directly to consumers through online retail channels and through wholesale channels. For direct to consumer sales, the Company considers customer order confirmations to be a contract with the customer. Customer confirmations are executed at the time an order is placed through third party online channels. For wholesale sales, the Company considers the customer purchase order to be the contract. For all of the Company’s sales and distribution channels, revenue is recognized when control of the product is transferred to the customer (i.e., when the Company’s performance obligation is satisfied), which typically occurs at shipment date. As a result, the Company has a present and unconditional right to payment and record the amount due from the customer in accounts receivable. Revenue from consumer product sales is recorded at the net sales price (transaction price), which includes an estimate of future returns based on historical return rates. There is judgment in utilizing historical trends for estimating future returns. The Company’s refund liability for sales returns was $0.3 million and $0.5 million at December 31, 2018 and 2019, respectively, which is included in accrued liabilities and represents the expected value of the refund that will be due to its customers. The Company evaluated principal versus agent considerations to determine whether it is appropriate to record platform fees paid to Amazon as an expense or as a reduction of revenue. Platform fees are recorded as sales and distribution expense and are not recorded as a reduction of revenue because it owns and controls all the goods before they are transferred to the customer. The Company can, at any time, direct Amazon and similarly with other 3rd party logistics providers (“Logistics Providers”), to return the Company’s inventory to any location specified by the Company. Any returns made by customers directly to Logistic Providers is the responsibility of the Company to make customers whole and the Company retains the back-end inventory risk. Further, the Company is subject to credit risk (i.e., credit card chargebacks), establishes prices of its products, can determine who fulfills the goods to the customer (Amazon or the Company) and can limit quantities or stop selling the goods at any time. Based on these considerations, the Company is the principal in this arrangement. Performance Obligations . A performance obligation is a promise in a contract to transfer a distinct good to the customer and is the unit of account in ASC Topic 606. A contract’s transaction price is recognized as revenue when the performance obligation is satisfied. Each of the Company’s contracts have a single distinct performance obligation, which is the promise to transfer individual goods. For consumer product sales, the Company has elected to treat shipping and handling as fulfillment activities, and not a separate performance obligation. Accordingly, the Company recognizes revenue for its single performance obligation related to product sales at the time control of the merchandise passes to the customer, which is generally at the time of shipment. The Company bills customers for charges for shipping and handling on certain sales and such charges are recorded as part of net revenue. Shipping and handling revenue for year-end December 31, 2018 and 2019 were $0.0 million and $0.0 million, respectively. For each contract, the Company considers the promise to transfer products to be the only identified performance obligation. In determining the transaction price, the Company evaluates whether the price is subject to refund or adjustment to determine the net consideration to which the Company expects to be entitled. All of the Company’s direct and wholesale revenue for the years ended December 31, 2018 and 2019 are recognized at a point in time. Sales taxes —Consistent with prior periods, sales taxes collected from customers are presented on a net basis and as such are excluded from net revenue. Net Revenue by Category : The following table sets forth the Company’s net revenue disaggregated by sales channel and geographic region based on the billing addresses of its customers: Year Ended December 31, 2018 Direct Wholesale Managed SaaS Total North America $ 68,884 $ 3,666 $ 496 $ 73,046 Other 171 62 — 233 Total net revenue $ 69,055 $ 3,728 $ 496 $ 73,279 Year Ended December 31, 2019 Direct Wholesale Managed SaaS Total North America $ 111,168 $ 1,408 $ 1,685 $ 114,261 Other 190 — — 190 Total net revenue $ 111,358 $ 1,408 $ 1,685 $ 114,451 Net Revenue by Product Categories : The following table sets forth the Company’s net revenue disaggregated by product categories: Year-ended December 31, 2018 2019 Environmental appliances (i.e., dehumidifiers and air conditioners) $ 34,017 $ 64,521 Small home appliances 14,800 24,621 Cosmetics, skincare, and health supplements 2,464 11,195 Cookware, kitchen tools and gadgets 11,463 6,872 Hair appliances and accessories 6,510 3,341 All others 3,529 2,216 Total net product revenue 72,783 112,766 Managed SaaS 496 1,685 Total net revenue $ 73,279 $ 114,451 Inventory and cost of goods sold —The Company’s inventory consists almost entirely of finished goods. The Company currently records inventory on its balance sheet on a first-in first-out (“FIFO”) basis, or net realizable value, if it is below the Company’s recorded cost. The Company’s costs include the amounts it pays manufacturers for product, tariffs and duties associated with transporting product across national borders, and freight costs associated with transporting the product from its manufacturers to its warehouses, as applicable. The “Cost of goods sold” line item in the consolidated statements of operations is comprised of the book value of inventory sold to customers during the reporting period. When circumstances dictate that the Company use net realizable value as the basis for recording inventory, it bases its estimates on expected future selling prices less expected disposal costs. Sales and Distribution— Sales and distribution expenses consist of online advertising costs, marketing and promotional costs, sales and platform commissions, fulfillment, including shipping and handling, warehouse costs and employee compensation and benefits. Costs associated with the Company’s advertising and sales promotion are expensed as incurred and are included in sales and distribution expenses. For the years ended December 31, 2018 and 2019, the Company recognized $4.5 million and $4.8 million, respectively, for advertising costs, which consists primarily of online advertising expense. Shipping and handling expense are included in the Company’s consolidated statements of operations within sales and distribution expenses. This includes pick and pack costs and outbound transportation costs to ship goods to customers performed by e-commerce platforms or incurred directly by the Company’s own fulfillment operations. The Company’s expense for shipping and handling was $11.4 million and $17.2 million during fiscal 2018 and 2019, respectively. Research and Development —Research and development expenses include compensation and employee benefits for technology development employees, travel related costs, and fees paid to outside consultants related to development of the Company’s owned intellectual property. General and Administrative —General and administrative expenses include compensation and employee benefits for executive management, finance administration, legal, and human resources, facility costs, travel, professional service fees and other general overhead costs. Stock-Based Compensation— Stock-based compensation expense to employees is measured based on the grant-date fair value of the awards and recognized in the consolidated statements of operations over the period during which the employee is required to perform services in exchange for the award (the vesting period of the award). The Company estimates the fair value of stock options granted using the Black-Scholes option valuation model. The Black-Scholes option-pricing model requires the input of highly subjective assumptions, including the fair value of the Company’s underlying common stock, the expected term of stock options, the expected volatility of the price of its common stock, risk-free interest rates and the expected dividend yield of its common stock. The assumptions used in the Company’s option-pricing model represent management’s best estimates. These estimates involve inherent uncertainties and the application of management’s judgment. If factors change and different assumptions are used, the Company’s stock-based compensation expense could be materially different in the future. These assumptions are estimated as follows: • Fair Value of Common Stock . Because the Company’s common stock is not publicly traded, it must estimate the fair value of common stock, as discussed in the section “Common Stock Valuation” below. • Risk-Free Interest Rate . The Company based the risk-free interest rate used in the Black-Scholes valuation model on the implied yield available on U.S. Treasury zero-coupon bonds with an equivalent remaining term of the stock options for each stock option group. • Expected Term . The Company determines the expected term based on the average period the stock options are expected to remain outstanding generally calculated as the midpoint of the stock options vesting term and contractual expiration period, as it does not have sufficient historical information to develop reasonable expectations about future exercise patterns and post-vesting employment termination behavior. • Expected Volatility . The Company determines the price volatility factor based on the historical volatility of publicly-traded industry peers. To determine its peer group of companies, the Company considers public companies in the technology industry and selects those that are similar to the Company in size, stage of life cycle and financial leverage. The Company does not rely on implied volatilities of traded options in its industry peers’ common stock because the volume of activity is relatively low. • Expected Dividend Yield . The Company has not paid and does not anticipate paying any cash dividends in the foreseeable future and, therefore, use an expected dividend yield of zero. If any of the assumptions used in the Black-Scholes option-pricing model changes significantly, stock-based compensation for future awards may differ materially compared with the awards granted previously. The Company recognizes forfeitures as they occur, which results in a reduction in compensation expense at the time of forfeiture. Common Stock Valuation The fair value of the Company’s common stock underlying stock options has historically been determined by its board of directors, with assistance from management and contemporaneous third-party valuations. Given the absence of a public trading market for its common stock prior to the Company’s IPO in 2019, and in accordance with the American Institute of Certified Public Accountants Practice Aid, Valuation of Privately Held Company Equity Securities Issued as Compensation , or the Practice Aid, the Company’s board of directors has exercised reasonable judgment and considered numerous objective and subjective factors to determine the best estimate of the fair value of its common stock at each grant date. These factors include: • contemporaneous third-party valuations of the Company’s common stock; • the Company’s operating and financial performance; • current business conditions and projections; • the likelihood of achieving a liquidity event for the shares of common stock underlying these stock options, such as an initial public offering or sale of the company, given prevailing market conditions; • the lack of marketability of the Company’s common stock; • the market performance of comparable publicly-traded e-commerce and technology companies; and • the U.S. and global economic and capital market conditions and outlook. In determining the fair value of the Company’s common stock, it estimated the enterprise value of its business using the market approach and the income approach. Under the income approach, forecast cash flows are discounted to the present value at a risk-adjusted discount rate. The valuation analyses determine discrete free cash flows over several years based on forecast financial information provided by the Company’s management and a terminal value for the residual period beyond the discrete forecast, which are discounted at its estimated weighted-average cost of capital to estimate its enterprise value. Under the market approach, a group of guideline publicly-traded companies with similar financial and operating characteristics as the Company is selected, and valuation multiples based on the guideline public companies’ financial information and market data are calculated. Based on the observed valuation multiples, an appropriate multiple was selected to apply to the Company’s historical and forecasted revenue results. The estimated enterprise value is then allocated to the common stock using the Option Pricing Method (OPM), and the Probability Weighted Expected Return Method (PWERM), or the hybrid method. The hybrid method applied the PWERM utilizing the probability of an exit scenario, and the OPM was used in the remaining private scenario. For options granted prior to October 2018, the Company has used a hybrid method to determine the fair value of its common stock. Under the hybrid method, multiple valuation approaches were used and then combined into a single probability weighted valuation using a PWERM. The Company’s approach for options granted starting in October 1, 2018 included the use of an initial public offering scenario and a scenario assuming continued operation as a private entity. Following the closing of the Company’s initial public offering, the fair value per share of its common stock for purposes of determining stock-based compensation will be the closing price of its common stock as reported on the applicable grant date. Deferred offering costs —Deferred offering costs, which consist of direct incremental legal, consulting, banking and accounting fees relating to anticipated equity offerings, are capitalized and will be offset against proceeds upon the consummation of the offerings within stockholders’ equity. In the event an anticipated offering is terminated, deferred offering costs will be expensed. As of December 31, 2018, there were $1.2 million of deferred offering costs categorized in prepaids and other current assets in the consolidated balance sheets. As of December 31, 2019, there were no remaining deferred offering costs categorized in prepaids and other current assets in the consolidated balance sheets. Foreign Currency —The functional currency of the Company’s foreign subsidiaries is the local currency. All assets and liabilities of foreign subsidiaries are translated at the current exchange rate as of the end of the period, and revenues and expenses are translated at the average exchange rates in effect during the period. The gain or loss resulting from the process of translating foreign currency financial statements into U.S. dollars is reflected as a foreign currency cumulative translation adjustment and reported as a component of accumulated other comprehensive income loss. Foreign currency transaction gains and losses resulting from or expected to result from transactions denominated in a currency other than the functional currency are recognized in other expense, net in the consolidated statements of operations. The Company recorded net loss from foreign currency transactions of less than $0.1 million and less than $0.1 million for the years ended December 31, 2018 and 2019. Net Loss Per Share —The Company computes basic earnings per share using the weighted-average number of shares of common stock outstanding during the period. For periods in which the Company reports net losses, diluted net loss per share attributable to stockholders is the same as basic net loss per share attributable to stockholders, because potentially dilutive common shares are not assumed to have been issued if their effect is anti-dilutive. Segment Information —The Company reports segment information in accordance with ASC Topic No. 280 “Segment Reporting.” The Company has one reportable segment. Recent Accounting Pronouncements The JOBS Act permits an emerging growth company to take advantage of an extended transition period to comply with new or revised accounting standards applicable to public companies. The Company has elected to use this extended transition period until it is no longer an emerging growth company or until it affirmatively and irrevocably opts out of the extended transition period. As a result, the Company’s financial statements may not be comparable to companies that comply with new or revised accounting pronouncements as of public company effective dates. Adopted Accounting Standards In November 2016, the FASB issued ASU No. 2016-18, Statement of Cash Flows: Restricted Cash (Topic 230) In May 2017, the FASB issued ASU No. 2017-09, “Compensation—Stock Compensation (Topic 718) Scope of Modification Accounting,” which provides guidance on the various types of changes which would trigger modification accounting for share-based payment awards. In summary, an entity would not apply modification accounting if the fair value, vesting conditions, and classification of the awards are the same immediately before and after the modification. The guidance is effective for annual periods beginning after December 15, 2018, and interim periods within those annual periods. The amendments are applied prospectively to awards modified on or after the adoption date. The new guidance was adopted on January 1, 2019 and this standard did not have a material impact on the consolidated financial statements. Recently Issued Accounting Pronouncements In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842), or ASU 2016-02, which requires lessees to record most leases on their balance sheets but recognize the expenses on their income statements in a manner similar to current practice. ASU 2016-02 states that a lessee would recognize a lease liability for the obligation to make lease payments and a right-to-use asset for the right to use the underlying asset for the lease term. In July 2019, the FASB delayed the effective date for this ASU and will be effective for annual reporting periods beginning after December 15, 2021, with early adoption permitted. While the Company has not completed its evaluation of the impact of adoption of this standard, it does not expect it to have a material impact on its consolidated financial statements . In February 2018, the FASB issued ASU No. 2018-02, Income Statement—Reporting Comprehensive Income (Topic 220) (“ASU 2018-02”). ASU 2018-02 addresses the effect of the change in the U.S. federal corporate tax rate due to the enactment of the December 22, 2017 Tax Act on items within accumulated other comprehensive income (loss). The guidance will be effective for all annual reporting periods beginning after December 15, 2019, with early adoption permitted. While the Company has not completed its evaluation of the impact of adoption of this standard, it does not expect it to have a material impact on its consolidated financial statements . On August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement, which changes the fair value measurement disclosure requirements of ASC 820. The amendments in this ASU are the result of a broader disclosure project called FASB Concepts Statement, Conceptual Framework for Financial Reporting—Chapter 8: Notes to Financial Statements. This ASU is effective for all annual reporting periods beginning after December 15, 2019, including interim periods therein. Early adoption is permitted for any eliminated or modified disclosures upon issuance of this ASU. While the Company has not completed its evaluation of the impact of adoption of this standard, it does not expect it to have a material impact on its consolidated financial statements . In June 2018, the FASB issued ASU No. 2018-07, Compensation—Stock Compensation (Topic 718): Improvements to Nonemployee Share-based Payment Accounting, which expands the scope of Topic 718, Compensation—Stock Compensation, which currently only includes share-based payments issued to employees, to also include share-based payments issued to nonemployees for goods and services. This ASU is effective for all annual reporting periods beginning after D |
Inventory
Inventory | 12 Months Ended |
Dec. 31, 2019 | |
Inventory Disclosure [Abstract] | |
Inventory | 3. Inventory consisted of the following as of December 31, 2018 and 2019: December 31, 2018 December 31, 2019 Inventory on-hand $ 24,595 $ 29,370 Inventory in-transit 5,957 6,842 Inventory $ 30,552 $ 36,212 The Company’s Inventory on-hand is held either with Amazon or the Company’s other third-party warehouses. The Company does not have any contractual right of returns with its contract manufacturers. The Company’s Inventory on-hand held by Amazon is approximately $6.1 million and $4.7 million |
Accounts Receivable
Accounts Receivable | 12 Months Ended |
Dec. 31, 2019 | |
Accounts Receivable Net Current [Abstract] | |
Accounts Receivable | 4. Accounts receivable consisted of the following as of December 31, 2018 and 2019: December 31, 2018 December 31, 2019 Trade accounts receivable $ 1,403 $ 1,094 Allowance for doubtful accounts — (35 ) Accounts receivable—net $ 1,403 $ 1,059 |
Property and Equipment
Property and Equipment | 12 Months Ended |
Dec. 31, 2019 | |
Property Plant And Equipment [Abstract] | |
Property and Equipment | 5. Property and equipment consisted of the following as of December 31, 2018 and 2019: December 31, 2018 December 31, 2019 Computer equipment and software $ 454 $ 524 Furniture, fixtures and equipment 311 94 Leasehold improvements 47 52 Subtotal 812 670 Less: accumulated depreciation and amortization (544 ) (495 ) Property and equipment—net $ 268 $ 175 Depreciation expense for property and equipment totaled $0.3 million and $0.2 million during the years ended December 31, 2018 and 2019, respectively. |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2019 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 6. The Company’s financial instruments consist of Level 1 assets at December 31, 2018 and 2019. The Company’s cash and restricted cash was $20.7 million and $30.8 million and included savings deposits and overnight investments at December 31, 2018 and 2019. |
Prepaid and Other Current Asset
Prepaid and Other Current Assets | 12 Months Ended |
Dec. 31, 2019 | |
Prepaid Expense And Other Assets Current [Abstract] | |
Prepaid And Other Current Assets | 7. Prepaids and other current assets consisted of the following as of December 31, 2018 and 2019: December 31, 2018 December 31, 2019 Prepaid inventory $ 2,284 $ 2,195 Restricted cash 550 307 Deferred offering costs 1,218 — Prepaid Insurance 433 1,967 Other 933 926 Prepaid and other current assets $ 5,418 $ 5,395 |
Accrued and Other Current Liabi
Accrued and Other Current Liabilities | 12 Months Ended |
Dec. 31, 2019 | |
Accrued Liabilities And Other Liabilities [Abstract] | |
Accrued and Other Current Liabilities | 8. Accrued expenses and other current liabilities consisted of the following as of December 31, 2018 and 2019: December 31, 2018 December 31, 2019 Accrued compensation costs $ 2,585 $ 300 Accrual for deferred financing fees 936 — Accrued professional fees and consultants 484 400 Accrued logistics costs 1,424 2,326 Product related accruals 1,042 1,518 Sales tax payable 707 507 Sales return reserve 322 456 Accrued recall liability 1,512 90 Seller note from acquisition (Note 16) — 195 Prepaid insurance financing — 1,031 All other accruals 696 682 Accrued and other current liabilities $ 9,708 $ 7,505 The Company sponsors, through its professional employer organization provider, a 401(k) defined contribution plan covering all eligible US employees. Contributions to the 401(k) plan are discretionary. Currently, the Company does not match nor make any contributions to the 401(k) plan. Recall In April 2018, the Company retained outside counsel to assist it in evaluating a safety issue related to certain hair dryers that it imported and sold through its subsidiaries between 2014 and 2018 (the “Xtava Allure Hair Dryer”). The Company had received communications directly from consumers and identified online reviews of overheating or fires associated with these hair dryers. The Company sold approximately 170,000 net units from the introduction of the product in 2015 through its discontinuance in the first quarter of 2018 totaling approximately $6.2 million in net revenue. In May 2018, the Company’s board of directors approved a voluntary recall of the Xtava Allure Hair Dryer. In June 2018, the Company filed an application for a voluntary recall with the US Consumer Product Safety Commission (“CPSC”) pursuant to Section 15(b) of the Consumer Product Safety Act (“CPSA”). The Company received approval from the CPSC to provide consumers with replacement units and publicly announced the recall on August 15, 2018. The Company had estimated that it would incur approximately $1.6 million in costs related to the recall for procurement, manufacturing, fulfillment and delivery to consumers who apply and qualify for the recall costs. The Company has incurred and settled all but one consumer legal matter related to Xtava Allure Hair Dryer for insignificant amounts. As of December 31, 2019, the Company has incurred $0.1 million in recall costs. In August 2019, the Company received notice that it has materially completed its obligations under the recall program and, as a result, has reversed $1.4 million of the remaining liability pertaining to the program. As of December 31, 2019, the remaining recall liability is $0.1 million. |
Credit Facility and Term Loans
Credit Facility and Term Loans | 12 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
Credit Facility and Term Loans | 9. Credit facility and term loans consisted of the following as of December 31, 2018 and 2019: December 31, 2018 December 31, 2019 Mid Cap Credit facility $ 16,455 $ 22,953 Less: deferred debt issuance costs (1,960 ) (1,268 ) Less discount associated with issuance of warrants (44 ) (28 ) Total Mid Cap credit facility $ 14,451 $ 21,657 Horizon Term loan 15,000 15,000 Less: deferred debt issuance costs (1,022 ) (836 ) Less discount associated with issuance of warrants (929 ) (697 ) Total Horizon term loan 13,049 13,467 Less-current portion — (3,000 ) Term loan-non current portion $ 13,049 $ 10,467 MidCap Credit Facility and Term Loan On October 16, 2017, the Company entered into a three-year $15.0 million revolving credit facility (“Credit Facility”) with Midcap pursuant to a Credit and Security Agreement (the “Credit and Security Agreement”). The Credit Facility can be, subject to certain conditions, increased to $30.0 million. As part of the Credit and Security Agreement entered into on October 16, 2017, the Company also obtained a three-year $7.0 million term loan (“Term Loan”) with MidCap. The Term Loan bears interest at LIBOR plus 9.75% for outstanding borrowings and payments on principal are made on a monthly basis. The maturity date of the Term Loan is October 2020. On November 23, 2018, the Company exited the Credit Facility with MidCap and entered into a new three-year $25.0 million revolving credit facility (“New Credit Facility”) with MidCap. The New Credit Facility can be increased, subject to certain conditions, to $50.0 million. Loans under the New Credit Facility are determined based on percentages of the Company’s eligible accounts receivable and eligible inventory. The New Credit Facility bears interest at LIBOR plus 5.75% for outstanding borrowings. The Company is required to pay a facility availability fee of 0.5% on the average unused portion of the facility. The New Credit Facility contains a minimum liquidity financial covenant that requires the Company to maintain a minimum of $5.0 million in cash on hand or availability in the New Credit Facility. In 2018, the Company incurred approximately $1.3 million in debt issuance costs which has been offset against the debt and will be expensed over the three years. Unamortized debt issuance costs of $0.7 million, relating to the previous Credit Facility, will be amortized in accordance with the terms of the New Credit Facility. As of December 31, 2018, there was $16.5 million outstanding on the Credit Facility and an available balance of approximately $1.4 million. As of December 31, 2019, there was $23.0 million outstanding on the Credit Facility and an available balance of approximately $0.0 million . The Company was in compliance with the financial covenants contained within the New Credit Facility as of December 31, 2019 The Company recorded interest expense from the credit facilities of approximately $1.2 million and $2.5 million for the year-ended December 31, 2018 and 2019, respectively, which included $0.4 million and $0.7 million relating to debt issuance costs, respectively. On the December 31, 2018, the Company repaid the Term Loan with MidCap for $4.9 million as part of the entering into a new term loan with Horizon Technology Finance Corporation, including $0.1 million of a prepayment penalty. The Company expensed the remaining debt issuance costs related to the Term Loan of $0.2 million, including warrants. The Company recorded interest expense from the Term Loan of less than $0.8 million for the year-ended December 31, 2018, which included less than $0.1 million and less than $0.1 million relating to debt issuance costs. Horizon Term Loan On December 31, 2018, the Company entered into a new term loan agreement with Horizon (the “Horizon Loan Agreement”). As part of the agreement, the Company obtained a four-year $15.0 million term loan (“Horizon Term Loan”). The Horizon Term Loan bears interest at 9.90% plus the amount by which one-month LIBOR (or, if LIBOR is no longer widely used or available, a successor benchmark rate, which successor rate shall be applied in a manner consistent with market practice, or if there is no consistent market practice, such successor rate shall be applied in a manner reasonably determined by Horizon) exceeds 2.50% for outstanding borrowings and payments on principal are made on a monthly basis. The maturity date of the Horizon Term Loan is January 2023. The Horizon Term Loan contains minimum required EBITDA financial covenants that require the Company to achieve EBITDA of certain amounts based on the amount that the Company is permitted to borrow under the New Credit Facility (the “Revolving Line Indebtedness Cap”). The Horizon Loan Agreement also contains a cash collateral covenant that requires the Company to maintain a cash collateral account with an amount based on the Revolving Line Indebtedness Cap. The term loan payments of principal under the Horizon Term Loan as of December 31, 2019 are as follows: Year-Ending December 31 2020 $ 3,000 2021 6,000 2022 6,000 2023 — Thereafter — Total term loan payments $ 15,000 In connection with the Horizon Loan Agreement, the Company issued warrants to purchase 76,923 shares of its common stock at an exercise price of $15.60 per share. The warrants are exercisable and expire ten years from the date of issuance. The Company utilized the Binomial option-pricing model to determine the fair value of the warrants. The fair value of the warrants on issuance was $0.9 million, which has been recorded as a debt discount against the Horizon Term Loan. The Company incurred approximately $1.0 million in debt issuance costs which has been offset against the debt and will expense over the term of the loan. The New Credit Facility and Horizon Term Loan contain a minimum liquidity covenant that requires the Company to maintain at minimum $5.0 million in unrestricted cash at all times, subject to increases based on amounts drawn. Further, there are additional covenants that, among other things, restrict the ability of the Company and certain of its subsidiaries to (i) incur, assume or guarantee additional indebtedness; (ii) pay dividends or redeem or repurchase capital stock; (iii) make other restricted payments; (iv) incur liens; (v) redeem debt that is junior in right of payment to the notes; (vi) sell or otherwise dispose of assets, including capital stock of subsidiaries; (vii) enter into mergers or consolidations; and (viii) enter into transactions with affiliates. These covenants are subject to a number of important exceptions and qualifications. As of December 31, 2019, there was $15.0 million outstanding on the Horizon Term Loan and the Company was in compliance with the financial covenants contained within the loan. The Company recorded interest expense from the Horizon Term Loan of $0.0 million and $2.0 million for the year-ended December 31, 2018 and 2019, respectively, which included $0.5 million and $0.3 million, respectively, relating to debt issuance costs. Interest expense, net Interest expense, net consisted of the following for the years-ended December 31, 2018 and 2019: December 31, 2018 December 31, 2019 Interest expense $ 2,354 $ 4,532 Interest income (1 ) (146 ) Total Interest expense, net $ 2,353 $ 4,386 |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2019 | |
Equity Abstract | |
Stockholders' Equity | 10. Common Shares —The Company has one class of common shares issued and available. Each share of common stock has the right to one vote per share. On September 4, 2018, under the Merger Agreement, all outstanding common shares, preferred shares and warrants, excluding MGI’s Series C preferred stock (“Series C”) and warrants for Series C, converted to new common shares of the Company at a ratio of 1 to 0.3131 (the “Conversion”). All outstanding Series C, including any warrants for Series C converted on a one to 0.2564 basis to new common shares of the Company. At the time of the merger, the Company had 0.9 million shares outstanding held by certain Series C holders. The Merger is reflected in the financial statements and financial disclosures as if the merger was effective on January 1, 2017, including the Conversion. Operations prior to the Merger are the historical operations of MGI. After the completion of the Merger and within sixty days of the effective date of the Merger, the Company was required to file with the Securities and Exchange Commissions (the “SEC”) a registration statement on Form S-1 and must have filed becoming effective with the SEC within a one hundred and thirty-five days from such initial filing. If the Company’s filings and registrations are not completed timely, the Company may be subject to liquidation damages to Series C holders which are capped at 8% of the total proceeds invested by Series C holders. To date, the Company has met its milestone and expects that all remaining milestones will be met. The outstanding common shares as of December 31, 2018 and 2019 were 11,534,190, and 17,736,649 respectively, derived predominantly from the initial public offering (“IPO”) MGI Common Shares —MGI had one class of common shares at the time of the merger. At the date of the merger, 1.1 million common shares were converted into 1.3 million shares of common shares of the Company. These shares have been reflected in the financial statements and related disclosures to have converted as follows: 1.3 million shares converted as of January 1, 2017 and less than 0.1 million shares, resulting from the exercise of stock options, was converted as of September 2018. MGI Preferred Shares— In 2014, the MGI issued approximately 18.3 million shares of Series A preferred stock (“Series A”) with an original issuance prices of $1.44 for a total of $26.3 million, net of transaction expenses. On September 4, 2018, these preferred shares converted into 5.7 million shares of common stock of the Company at the time of the merger. These shares have been reflected in the financial statements and related disclosures to have converted as of January 1, 2017. In March 2017, MGI issued approximately 2.9 million shares of Series B preferred stock (“Series B”) with original issuance prices of $2.98 for a total of $8.4 million, net of transaction expenses. On September 4, 2018, these preferred shares converted into 0.9 million shares of common stock of the Company at the time of the merger. These shares have been reflected in the financial statements and related disclosures to have converted as of the date of issuance. In August 2017, MGI issued approximately 2.1 million shares of Series B-1 preferred stock (“Series B-1”) with original issuance prices of $5.03 for a total of $10.6 million, net of transaction expenses. On September 4, 2018, these preferred shares converted into 0.7 million of common stock of the Company at the time of the merger. These shares have been reflected in the financial statements and related disclosures to have converted as of the date of issuance. In April 2018, MGI commenced a Series C fundraise, which allowed it to issue 15.0 million shares or $40.0 million in Series C preferred stock. As of April 2018, MGI issued approximately 6.0 million shares of Series C preferred stock with original issuance prices of $4.00 for a total of $21.0 million, net of transaction expenses. On September 4, 2018, these preferred shares converted into 1.5 million shares of common stock of the Company at the time of the merger. These shares have been reflected in the financial statements and related disclosures to have converted as of the date of issuance. On September 4, 2018, MGI raised additional funds as part of its Series C preferred stock financing and issued approximately 1.9 million shares of Series C preferred stock with an original issuance price of $4.00 for a total of $6.4 million, net of transaction expenses. On September 4, 2018, these preferred shares converted into 0.5 million shares of common stock of the Company at the time of the merger. These shares have been reflected in the financial statements and related disclosures to have converted as of the date of issuance. In addition, on September 4, 2018, the Company issued warrants to purchase an aggregate of 196,364 shares of its common stock with an exercise price of $15.60 per share to certain accredited investors as consideration for providing certain placement agent services to MGI. In connection with the Credit and Security Agreement and as amended through the Merger, warrants for 44,871 shares of the Company’s common stock at an exercise price of $15.60 per share were issued. The warrants are currently exercisable and expire ten years from the date of issuance. The Company utilized the Binomial option-pricing model to determine the fair value of the warrants. The fair value of the warrants on issuance was $0.1 million. In connection with the Horizon Loan Agreement, the Company issued warrants to purchase 76,923 shares of its common stock at an exercise price of $15.60 per share. The Company utilized the Binomial option-pricing model to determine the fair value of the warrants. The fair value of the warrants on issuance was $0.9 million. On June 14, 2019, the Company completed its IPO, selling 3,600,000 shares of common stock at a public offering price of $10.00 per share. Net proceeds to the Company from the offering were approximately $29.4 million, after deducting legal, underwriting and other offering expenses. |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
Dec. 31, 2019 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock-Based Compensation | 11. The Company has three equity plans: 2014 Amended and Restated Equity Incentive Plan The board of directors of MGI, a subsidiary of the Company adopted, and MGI’s stockholders approved, the Mohawk Group, Inc. 2014 Equity Incentive Plan on June 11, 2014. On March 1, 2017, MGI’s board of directors adopted, and MGI’s stockholders approved, an amendment and restatement of the 2014 Equity Incentive Plan (as amended, the “Mohawk 2014 Plan”). As of December 31, 2019, options to purchase an aggregate of 365,420 shares of the Company’s common stock were outstanding and 3,978 shares were reserved for awards available for future issuance under the Mohawk 2014 Plan. 2018 Equity Incentive Plan The Company’s board of directors adopted the Mohawk Group Holdings, Inc. 2018 Equity Incentive Plan (the “Mohawk 2018 Plan”) on October 11, 2018. The Mohawk 2018 Plan was approved by its stockholders on May 24, 2019. As of December 31, 2019, 175,957 shares subject to restricted stock awards and options to purchase 1,497,149 shares of the Company’s common stock were outstanding and 35,040 shares were reserved for awards available for future issuance under the Mohawk 2018 Plan. Options granted to date under the Mohawk 2014 Plan and the Mohawk 2018 Plan generally vest either: (i) over a four-year period with 25% of the shares underlying the options vesting on the first anniversary of the vesting commencement date with the remaining 75% of the shares vesting on a pro-rata basis over the succeeding thirty-six months, subject to continued service with the Company through each vesting date, or (ii) over a three-year period with 33 1/3% of the shares underlying the options vesting on the first anniversary of the vesting commencement date with the remaining 66 2/3% of the shares vesting on a pro-rata basis over the succeeding twenty-four months, subject to continued service with the Company through each vesting date. Options granted are generally exercisable for up to 10 years subject to continued service with the Company. 2019 Equity Plan The Company’s board of directors adopted the Mohawk Group Holdings, Inc. 2019 Equity Plan (the “2019 Equity Plan”) on March 20, 2019. The 2019 Equity Plan was approved by its stockholders on May 24, 2019. As of December 31, 2019, an aggregate of 2,426,015 shares of restricted common stock were outstanding, with no shares reserved for future issuance. Restricted shares granted under the 2019 Equity Plan vest in substantially equal installments on the 6th, 12th, 18th and 24th month anniversaries of the closing of the IPO. Awards granted under the 2019 Equity Plan and not previously forfeited upon termination of service carry dividend and voting rights applicable to the Company’s common stock, irrespective of any vesting requirement. each award in substance as multiple awards as a result of the graded vesting and that there is more than one requisite service period. Upon prerequisite service period becoming probable, the day of the IPO, the Company recorded a cumulative catch up expense and the remaining expense will be recorded under graded vesting. The following is a summary of stock options activity during the year-ended December 31, 2019: Options Outstanding Number of Options Weighted- Average Exercise Price Weighted- Average Remaining Contractual Life (years) Aggregate Intrinsic Value Balance—January 1, 2019 1,867,747 $ 9.01 9.64 $ 19,573,295 Options granted 195,975 $ 9.49 Options exercised (487 ) $ 4.14 $ 1,630 Options cancelled (200,666 ) $ 8.90 Balance—December 31, 2019 1,862,569 $ 9.09 8.64 $ 99,289 Exercisable as of December 31, 2019 777,147 $ 8.69 8.21 $ 93,775 Vested and expected to vest as of December 31, 2019 1,862,569 $ 9.09 8.64 $ 99,289 The weighted-average grant date fair value of options granted during the year-ended December 31, 2019 was $5.67. As of December 31, 2019, the total unrecognized compensation expense related to unvested options was $12.0 million, which the Company expects to recognize over an estimated weighted average period of 1.82 years. The following are weighted-average assumptions used in the Black-Scholes option-pricing model to determine grant fair value: December 31, 2018 December 31, 2019 Weighted- Average Weighted- Average Expected term (in years) 5.73 5.77 Volatility 55.06 % 66.72 % Risk-free interest rate 2.59 % 1.76 % Dividend Yield 0.000 0.000 A summary of restricted stock activity within the Company’s equity plans and changes for the year-ended December 31, 2019, is as follows: Restricted Stock Awards Shares Weighted Average Grant- Date Fair Value Nonvested at January 1, 2019 — $ — Granted 2,719,633 $ 18.52 Vested — $ — Forfeited (117,661 ) $ 19.50 Nonvested at December 31, 2019 2,601,972 $ 18.21 Stock-based compensation expense for restricted shares granted was $28.4 million for the year-ended December 31, 2019. The weighted-average grant date fair value of restricted shares granted during the year ended December 31, 2019 was $18.52. As of December 31, 2019, the total unrecognized compensation expense related to unvested restricted shares was $19.4 million, which the Company expects to recognize over an estimated weighted-average period of 1.23 years. The table above includes 149,957 of restricted shares that have been granted under the Mohawk 2018 Plan and included in the shares outstanding under that plan and carry dividend or voting rights applicable to the Company’s common shares. Stock-based compensation expense is allocated based on the cost center to which the award holder belongs. The following table summarizes the total stock-based compensation expense by function for the years-ended December 31, 2018 and 2019: Years-end December 31, 2018 2019 (in thousands) Sales and distribution expenses $ 69 $ 7,358 Research and development expenses 25 5,711 General and administrative expenses 525 21,612 Total stock-based compensation expense $ 619 $ 34,681 |
Commitment and Contingencies
Commitment and Contingencies | 12 Months Ended |
Dec. 31, 2019 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitment and Contingencies | 12. The Company has operating leases for its offices expiring at various dates through 2020. Rental expense for operating leases was $0.7 million and $0.7 million for the years ended December 31, 2018 and 2019, respectively. The following is a schedule by year of future minimum lease payments required under the operating leases that have initial or non-cancelable lease terms in excess of one year as of December 31, 2019. Future minimum lease payments under these operating leases consisted of the following as of December 31, 2019: Year-Ending December 31 2020 $ 244 2021 54 2022 — 2023 — 2024 — Thereafter — Total minimum lease payments $ 298 Inventory Purchases —As of December 31, 2018 and 2019, the Company had $10.2 million and $19.4 million, respectively, of inventory purchase orders placed with vendors waiting to be fulfilled. Sales or Other Similar Taxes — Based on the location of the Company’s current operations, the majority of sales tax is collected and remitted either by the Company or on its behalf by e-commerce market places in most states within the United States. To date, the Company has had no actual or threatened sales and use tax claims from any state where it does not already claim nexus or any state where it sold products prior to claiming nexus. However, the Company believes that the likelihood of incurring a liability as a result of sales tax nexus being asserted by certain states where it sold products prior to claiming nexus is probable. As of December 31, 2018 and 2019, the Company estimates that the potential liability, including current sales tax payable is approximately $0.7 million and $0.5 million, respectively, which has been recorded as an accrued liability. The Company believes this is the best estimate of an amount due to taxing agencies, given that such a potential loss is an unasserted liability that would be contested and subject to negotiation between the Company and the state, or decided by a court. Legal Proceedings —The Company is party to various actions and claims arising in the normal course of business. The Company does not believe that the final outcome of these matters will have a material adverse effect on the Company’s condensed consolidated financial position or results of operations. In addition, the Company maintains what it believes is adequate insurance coverage to further mitigate risk. However, no assurance can be given that the final outcome of such proceedings will not materially impact the Company’s condensed consolidated financial condition or results of operations. Further, no assurance can be given that the amount or scope of existing insurance coverage will be sufficient to cover losses arising from such matters. U.S. Department of Energy In September 2019, the Company received a Test Notice from the U.S. Department of Energy (“DOE”) indicating that a certain dehumidifier model may not comply with applicable energy-conservation standards. The DOE requested that the Company provide it with several model units for DOE testing. If the Company is determined to have violated certain energy-conservation standard, it could be fined pursuant to DOE guidelines, and this civil penalty may be material to the Company’s consolidated financial statements. The Company intends to vigorously defend itself. The Company has submitted to the DOE testing process, made a good-faith effort to provide necessary notice as practicable, and included in a formal response to the DOE copies of the energy-efficiency report and certification that were issued for the dehumidifier model at the time of production. The Company believes that its products are compliant, and the Company, in conjunction with its manufacturing partner, has disputed the Test Notice received from the DOE. As of the date of the issuance of these financial statements, the Company cannot reasonably estimate what, if any, penalties may be levied. U.S. Environmental Protection Agency In September 2019, the Company received notice from the U.S. Environmental Protection Agency (“EPA”) that certain of its dehumidifier products were identified by the Association of Home Appliance Manufacturers (“AHAM”) as failing to comply with EPA ENERGY STAR requirements. For an appliance to be ENERGY STAR certified, it must meet standards promulgated by the EPA and enforced through EPA-accredited certification bodies and laboratories. The Company believes that its products are compliant, and the Company, in conjunction with its manufacturing partner, has disputed the AHAM testing determination pursuant to EPA guidelines. While a resolution remains pending, the Company is not selling or marketing the products identified by the EPA. The Company cannot be certain that these products will eventually be certified by the EPA, and the Company may incur costs that cannot presently be calculated in the event that the Company needs to make changes to the manner in which these products are manufactured and sold. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 13. Loss before provision for income taxes consisted of the following for the periods indicated (in thousands): December 31, 2018 December 31, 2019 Domestic $ (31,609 ) $ (58,718 ) International (159 ) (42 ) Total $ (31,768 ) $ (58,760 ) The components of the Company’s income tax provision were as follows for the periods indicated (in thousands): December 31, 2018 December 31, 2019 Current: Federal $ — $ — State 3 21 Foreign 52 8 Total current 55 29 Deferred: — — Federal — — State — — Foreign — — Total deferred — — Income tax provision $ 55 $ 29 The reconciliation of the Federal statutory income tax provision to the Company’s effective income tax provision is as follows for the periods indicated (in thousands): December 31, 2018 December 31, 2019 Income tax benefit at statutory rates $ (6,666 ) $ (12,339 ) Permanent differences 70 325 Foreign rate differential 14 (4 ) State income taxes, net of federal tax benefit (1,081 ) (2,034 ) Effect of tax rate change — — Other 441 45 Valuation allowance 7,277 14,036 Total income tax expense $ 55 $ 29 The Company’s deferred tax assets and liabilities as of the dates indicated were as follows (in thousands): December 31, 2018 December 31, 2019 Deferred tax assets: Sales returns reserve $ 79 $ 112 Allowance for doubtful accounts — 9 Net operating loss carryforwards 14,204 20,286 Stock options 180 8,409 Deferred revenue 12 6 Fixed assets 21 13 Goodwill — (12 ) Interest expense limitation 574 1,109 Other 97 (729 ) Less: valuation allowances (15,167 ) (29,203 ) Net deferred tax assets — — Deferred tax liabilities: Foreign currency exchange gain/loss — — Accrued expenses — — Net deferred tax liabilities — — Net deferred tax assets — — Net deferred tax assets (liabilities) $ — $ — The Company has temporary differences due to differences in recognition of revenue and expenses for tax and financial reporting purposes, principally related to net operating losses, inventory, depreciation, and other expenses that are not currently deductible or realizable. At December 31, 2019, the Company had approximately $82.9 million of gross federal NOLs which will begin to expire in fiscal year 2034 if unused. The Company also has approximately $46.4 million apportioned state and local NOLs that expire between 2025 and 2035, depending on the state, if not used. The net operating loss (“NOL”) carryforwards for federal and state income tax purposes which, generally, can be used to reduce future taxable income. The Company’s use of its NOL carryforwards is limited under Section 382 of the Internal Revenue Code of 1986, as amended (the “Code”), as it has had a change in ownership of more than 50% of its capital stock over a three-year period as measured under Section 382 of the Code. These complex changes of ownership rules generally focus on ownership changes involving shareholders owning directly or indirectly 5% or more of its stock, including certain public “groups” of shareholders as set forth under Section 382 of the Code, including those arising from new stock issuances and other equity transactions. Some of these NOL carryforwards will expire if they are not used within certain periods. On December 22, 2017, the Tax Cuts and Jobs Act (the “TCJ Act”) was enacted into law. The TCJ Act provides for significant changes to the Code that impact corporate taxation requirements, such as the reduction of the federal tax rate for corporations from 35% to 21% and changes or limitations to certain tax deductions. The impact of the rate change was $4.0 million for December 31, 2017, which had no tax impact due to offsetting movement in the Valuation Allowance. The reduction in the corporate tax rate under the TCJ Act will also require a one-time revaluation of certain tax-related assets to reflect their value at the lower corporate tax rate of 21%. The Company regularly assesses the realizability of its deferred tax assets and establishes a valuation allowance if it is more-likely-than-not that some portion of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. Due to the Company’s history of net operating losses, the Company believes it is more likely than not its federal, state and foreign deferred tax assets will not be realized as of December 31, 2019. The Company’s major taxing jurisdictions are New Jersey, New York, Florida, Texas, Pennsylvania, Tennessee, Virginia and California. The Company files a US Consolidated income tax return as well as tax returns in certain foreign jurisdictions. The Company is subject to examination in these jurisdictions for all years since inception. Fiscal years outside the normal statute of limitations remain open to audit due to tax attributes generated in the early years which have been carried forward and may be audited in subsequent years when utilized. The Company is not currently under examination for income taxes in any jurisdiction. The Company may be subject to audits covering a variety of tax matters by taxing authorities in any taxing jurisdiction where the Company conducts business. While the Company believes that the tax returns filed, and tax positions taken are supportable and accurate, some tax authorities may not agree with the positions taken. This can give rise to tax uncertainties which, upon audit, may not be resolved in the Company’s favor. As of December 31, 2018 and 2019, the Company has not recorded any tax contingency accruals for uncertain tax positions. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2019 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 14. Mommy Guru The Company used a third-party vendor called Mommy Guru LLC (“Mommy Guru”) for certain product promotions, marketing activities and product rebates. In September 2017, the Company hired Mommy Guru’s CEO as the Company’s Chief Marketing Officer (“CMO”) and continued to use the services of Mommy Guru during the CMO’s employment. During the year-ended December 31, 2018, the Company paid to Mommy Guru approximately $2.4 million in fees, of which $1.9 million was incurred during the CMO’s employment, which reduces the Company’s net revenue. The Company paid the CMO approximately $0.1 million in compensation for year-ended December 31, 2018. As of December 31, 2018, the CMO was no longer employed with the Company. Restated Voting Agreement On November 1, 2018, Dr. Larisa Storozhenko, Maximus Yaney and Asher Maximus I, LLC (the “Initial Designating Parties”) entered into a voting agreement with Mr. Asher Delug, one of the stockholders of the Company and a member of the Company’s board of directors, pursuant to which Mr. Delug will have the power to vote such number of shares of common stock as is equal to: (a) all of the shares of the Company’s common stock beneficially held by the Initial Designating Parties minus (b) such number of shares of common stock representing 19.9% of the total voting power of the Company’s capital stock outstanding with respect to the election of directors, the appointment of officers and any amendments of the Company’s amended and restated certificate of incorporation or amended and restated bylaws (the “Voting Agreement”). The Voting Agreement was amended and restated pursuant to a new Voting Agreement, dated March 13, 2019, by and among MV II, LLC, Dr. Larisa Storozhenko, Mr. Maximus Yaney, Mr. Delug and the Company (the “Restated Voting Agreement”). Under the Restated Voting Agreement, each of MV II, LLC, Dr. Larisa Storozhenko and Mr. Yaney (collectively, the “Designating Parties”) agreed to relinquish the right to vote their shares of the Company’s capital stock, and any of the Company’s other equity interests (collectively, the “Voting Interests”) by granting the Company’s board of directors the sole right to vote all of the Voting Interests as the Designating Parties’ proxyholder. The Voting Interests include all shares of the Company’s common stock currently held by the Designating Parties, as well as any of the Company’s securities or other equity interests acquired by the Designating Parties in the future. Pursuant to the proxy granted by the Designating Parties, the Company’s board of directors is required to vote all of the Voting Interests in direct proportion to the voting of the shares and equity interests voted by all holders other than the Designating Parties. The proxy granted by the Designating Parties under the Restated Voting Agreement is irrevocable. In addition, the Restated Voting Agreement proxyholder may not be changed unless the Company receives the prior approval of The Nasdaq Stock Market LLC. Under the Restated Voting Agreement, each of the Designating Parties further agreed not to purchase or otherwise acquire any shares of the Company’s capital stock or other equity securities, or any interest in any of the foregoing. The Restated Voting Agreement became effective on June 12, 2019 and will continue until the earlier to occur of (a) a Deemed Liquidation Event unless, immediately upon such Deemed Liquidation Event, the Company’s common stock is and remains listed on The Nasdaq Stock Market LLC, or (b) Mr. Yaney’s death. For purposes of the agreement, a “Deemed Liquidation Event” means (i) the acquisition of the Company by another entity by means of any transaction or series of related transactions to which the Company is party other than a transaction or series of transactions in which the holders of the Company’s voting securities outstanding immediately prior to such transaction or series of transactions retain, immediately after such transaction or series of transactions, as a result of the Company’s shares held by such holders prior to such transaction or series of transactions, a majority of the total voting power represented by the Company’s outstanding voting securities or such other surviving or resulting entity; (ii) a sale, lease or other disposition of all or substantially all of the Company’s or its subsidiaries’ assets taken as a whole by means of any transaction or series of related transactions, except where such sale, lease or other disposition is to a wholly-owned subsidiary of the Company; or (iii) any liquidation, dissolution or winding up of the Company, whether voluntary or involuntary; however, a Deemed Liquidation Event shall not include any transaction effected primarily to raise capital for the Company or a spin-off or similar divestiture of the Company’s product or SaaS business as part of reorganization of the Company approved by the Company’s board of directors. Voting Agreement with Asher Delug On April 12, 2019, the Company entered into a Voting Agreement with Asher Delug (the “Delug Voting Agreement”). The terms of the Delug Voting Agreement are substantially similar to the terms of the Restated Voting Agreement. Under the Delug Voting Agreement, Mr. Delug agreed to relinquish his right to vote his shares of the Company’s capital stock, and any of the Company’s other equity interests (collectively, the “Delug Voting Interests”) by granting the Company’s board of directors the sole right to vote all of the Delug Voting Interests as Mr. Delug’s proxyholder. The Delug Voting Interests include all shares of the Company’s common stock currently held by Mr. Delug, as well as any of the Company’s securities or other equity interests acquired by Mr. Delug in the future. Pursuant to the proxy granted by Mr. Delug, the Company’s board of directors is required to vote all of the Delug Voting Interests in direct proportion to the voting of the shares and equity interests voted by all holders other than Mr. Delug. The proxy granted by Mr. Delug under the Delug Voting Agreement is irrevocable. In addition, the Delug Voting Agreement proxyholder may not be changed unless the Company receives the prior approval of The Nasdaq Stock Market LLC. Under the Delug Voting Agreement, Mr. Delug further agreed not to purchase or otherwise acquire any shares of the Company’s capital stock or other equity securities, or any interest in any of the foregoing. The Delug Voting Agreement became effective on June 12, 2019 and will continue until the earlier to occur of (a) a Deemed Liquidation Event unless, immediately upon such Deemed Liquidation Event, the Company’s common stock is and remains listed on The Nasdaq Stock Market LLC, or (b) Mr. Delug’s death. For purposes of the agreement, a “Deemed Liquidation Event” has the same meaning as in the Restated Voting Agreement. |
Net Loss Per Share
Net Loss Per Share | 12 Months Ended |
Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | 15. The following table sets forth the computation of basic and diluted net loss per share (in thousands, except per share data): Year-Ended December 31, 2018 2019 Net loss $ (31,823 ) $ (58,789 ) Weighted-average number of shares used in computing net loss per share, basic and diluted 10,160,879 13,516,844 Net loss per share, basic and diluted $ (3.13 ) $ (4.35 ) All other outstanding shares of potentially dilutive securities were excluded from the computation of diluted net loss per share because including them would have had an anti-dilutive effect. |
2019 Acquisition
2019 Acquisition | 12 Months Ended |
Dec. 31, 2019 | |
Business Combinations [Abstract] | |
2019 Acquisition | 16. On September 10, 2019, the Company completed the acquisition of the assets of a personal wellness company (the “Aussie Health Assets”), whose products sell primarily on the Amazon US marketplace, for total consideration of $1.3 million, which was comprised of cash of $1.1 million and a promissory note for $0.2 million that accrues interest at a rate of 8% per annum and matures on June 10, 2020. The Company also paid $0.1 million in the form of a working capital payment related to the inventory purchased within sixty days of closing. The following presents the preliminary allocation of purchase price to the assets acquired and liabilities assumed, based on their estimated fair values at acquisition date: Total (in thousands) Inventory $ 297 Goodwill 745 Intangible assets 333 Net assets acquired $ 1,375 The amounts assigned to goodwill and major intangible asset classifications were as follows: Amount allocated Useful life (in years) (in thousands) Goodwill $ 745 n.a. Trademarks 310 5 Transition services agreement 11 < 1 Non-competition agreement 12 3 Total $ 1,078 Unaudited Pro Forma Information The following unaudited pro forma information illustrates the impact of the Aussie Health Assets acquisition on the Company’s net revenue for the years-ended December 31, 2018 and 2019. The acquisition of the Aussie Health Assets is reflected in the following unaudited pro forma information as if the acquisition had been effective on January 1, 2018. The unaudited pro forma impact for the year-end December 31, 2019 is from January 1, 2019 through the acquisition date of September 10, 2019. December 31, December 31, 2018 2019 (in thousands) Net revenue as reported $ 73,279 $ 114,451 Aussie Health net revenue $ 1,819 $ 1,759 Net revenue pro forma $ 75,098 $ 116,210 Operating loss as reported $ (29,429 ) $ (54,333 ) Aussie Health operating income $ 332 $ 310 Operating loss pro forma $ (29,097 ) $ (54,023 ) |
Subsequent Event
Subsequent Event | 12 Months Ended |
Dec. 31, 2019 | |
Subsequent Events [Abstract] | |
Subsequent Event | 17. Coronavirus Outbreak In January 2020, the recent outbreak of a novel strain of coronavirus was first identified that had an unfavorable impact to the Company’s key manufacturing partners. key manufacturing partner in China that was re-opened as of February 10, 2020 and reached over 90% capacity early in March 2020. This key manufacturer is expected to manufacture over 30% of the Company’s inventory in 2020. In late March 2020, the outbreak of COVID-19 (coronavirus) caused by a novel strain of the coronavirus has recently been recognized as a pandemic by the World Health Organization, and the outbreak has become increasingly widespread in the United States. COVID-19 (coronavirus) has had a notable impact on general economic conditions, including but not limited to the temporary closures of many businesses, “shelter in place” and other governmental regulations, reduced consumer spending due to both job losses and other effects attributable to the COVID-19 (coronavirus), and there are many unknowns. In light of the uncertainty as to the severity and duration of the pandemic, the impact on the Company’s revenues, profitability and financial position is uncertain at this time. |
Schedule II-Valuation and Quali
Schedule II-Valuation and Qualifying Accounts and Reserves | 12 Months Ended |
Dec. 31, 2019 | |
Valuation And Qualifying Accounts [Abstract] | |
Schedule II-Valuation and Qualifying Accounts and Reserves | MOHAWK GROUP HOLDINGS, INC. AND SUBSIDIARIES (All amounts in thousands) Balance at Beginning of Period Charged to Costs & Expenses Charged to Other Accounts Accounts Written Off or Deductions Balance at End of Period Description Year-ended December 31, 2018 Allowance for doubtful accounts $ 465 $ — $ — $ 465 $ — Deferred tax valuation allowance $ 7,890 $ — $ 7,277 $ — $ 15,167 Year-ended December 31, 2019 Allowance for doubtful accounts $ — $ 35 $ — $ — $ 35 Deferred tax valuation allowance $ 15,167 $ — $ 14,036 $ — $ 29,203 |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation —The consolidated financial statements and accompanying notes have been prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”). |
Use of Estimates | Use of Estimates —Preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period covered by the financial statements and accompanying notes. The most significant estimates relate to the determination of fair value of the Company’s common stock and stock-based compensation. Management evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors, including the current economic environment, and makes adjustments when facts and circumstances dictate. As future events and their effects cannot be determined with precision, actual results could differ from those estimates. |
Principles of Consolidation | Principles of Consolidation —The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All inter-company balances and transactions have been eliminated in consolidation. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments —The Company’s financial instruments, including cash, restricted cash, net accounts receivable, accounts payable, and accrued and other current liabilities are carried at historical cost. At December 31, 2018 and 2019, the carrying amounts of these instruments approximated their fair values because of their short-term nature. The term loans and credit facility are carried at amortized cost and at December 31, 2019, the carrying amount approximates fair value as the stated interest rate approximates market rates currently available to the Company. Assets and liabilities recorded at fair value on a recurring basis in the Consolidated Balance Sheets are categorized based upon the level of judgment associated with the inputs used to measure their fair values. Fair value is defined as the exchange price that would be received for an asset or an exit price that would be paid to transfer a liability 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. The authoritative guidance on fair value measurements establishes a three-tier fair value hierarchy for disclosure of fair value measurements as follows: Level 1 —Inputs are unadjusted, quoted prices in active markets for identical assets or liabilities at the measurement date; Level 2 —Inputs are observable, unadjusted quoted prices in active markets for similar assets or liabilities, unadjusted quoted prices for identical or similar assets or liabilities in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the related assets or liabilities; and Level 3 —Unobservable inputs that are supported by little or no market data for the related assets or liabilities. The categorization of a financial instrument within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. |
Goodwill | Goodwill —Goodwill is the excess of the acquisition cost of an acquired business over the fair value of the identifiable net assets acquired. Goodwill and other indefinite lived intangible assets are not amortized. These assets are reviewed annually (or more frequently under various conditions) for impairment using a fair value approach. The Company performs its annual, or interim, goodwill impairment test by comparing the fair value of its reporting units with their carrying amounts. The Company expects to perform its annual impairment testing during the fourth quarter of the calendar year. The Company would recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value; however, the loss recognized would not exceed the total amount of goodwill allocated to that reporting unit. Additionally, the Company considers income tax effects from any tax-deductible goodwill on the carrying amount of its reporting unit when measuring the goodwill impairment loss, if applicable. The fair value of the reporting units is estimated using discounted cash flow methodologies, as well as considering third party market value indicators. The Company’s use of a discounted cash flow methodology includes estimates of future revenue based upon budgets and projections. The Company also develops estimates for future levels of gross and operating profits and projected capital expenditures. The Company’s methodology also includes the use of estimated discount rates based upon industry and competitor analysis as well as other factors. Calculating the fair value of the reporting units requires significant estimates and assumptions by management. Should the estimates and assumptions regarding the fair value of the reporting units prove to be incorrect, the Company may be required to record impairments to its goodwill in future periods and such impairments could be material. The Company has the option to perform a qualitative assessment to determine whether it is necessary to perform the quantitative goodwill impairment test. However, the Company may elect to perform the quantitative goodwill impairment test even if no indications of a potential impairment exist. The Company performed its goodwill impairment test in the fourth quarter of 2019. No material changes have occurred since testing and it was determined that there was no impairment for the year-ended December 31, 2019. |
Restricted Cash | Restricted Cash —The Company has restricted cash with its primary banks for use as collateral with its credit cards and required minimum restricted capital for its Chinese subsidiary. As of December 31, 2018, the Company has classified $0.6 million in prepaid and other current assets for collateral of its credit cards and $0.1 million cash for its Chinese subsidiary, within other non-current assets, as restricted cash. As of December 31, 2019, the Company has classified in restricted cash consisting of $0.3 million |
Accounts Receivable | Accounts Receivable —Accounts receivable are stated at historical cost less allowance for doubtful accounts. On a periodic basis, management evaluates its accounts receivable and determines whether to provide an allowance or if any accounts should be written off based on past history of write-offs, collections and current credit conditions. A receivable is considered past due if the Company has not received payments based on agreed-upon terms. The Company generally does not require any security or collateral to support its receivables. The Company performs on-going evaluations of its customers and maintains an allowance for bad and doubtful receivables. At December 31, 2018 and 2019, the allowance for doubtful accounts was $0.0 million and $0.0 million, respectively. |
Concentration of Credit Risk | Concentration of Credit Risk —Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash and accounts receivable. The Company maintains cash and restricted cash with various domestic and foreign financial institutions of high credit quality. The Company performs periodic evaluations of the relative credit standing of all of the aforementioned institutions. The Company’s accounts receivables are derived from sales contracts with a large number of customers. The Company maintains reserves for potential credit losses on customer accounts when deemed necessary. Significant customers are those which represent more than 10% of the Company’s total net revenue or gross accounts receivable balance at the balance sheet date. During the years ended December 31, 2018 and 2019, the Company had no customer that accounted for 10% or more of total net revenue. In addition, as of December 31, 2018 and 2019, the Company has no customer that accounted for 10% or more of gross accounts receivable. As of December 31, 2018 and 2019, approximately 79% and 74%, respectively, of its accounts receivable is held by the Company’s sales platform vendor Amazon, which collects money on the Company’s behalf from its customers. The Company’s business is reliant on one key vendor which currently provides the Company with its sales platform, logistics and fulfillment operations, including certain warehousing for the Company’s net goods, and invoicing and collection of its revenue from the Company’s end customers. In 2018, approximately 95% of the Company’s revenue was through or with the Amazon sales platform and in 2019, 95% of its net revenue was through or with the Amazon sales platform. |
Property and Equipment | Property and Equipment —Property and equipment are stated at cost less accumulated depreciation and amortization. Depreciation is provided for using the straight-line method over the estimated useful lives of the assets. Capital leases and leasehold improvements are amortized using the straight-line method over the shorter of the lease term or estimated useful life of the asset. Costs of maintenance and repairs that do not improve or extend the lives of the respective assets are expensed as incurred. The estimated useful lives for significant property and equipment categories are as follows: Computer equipment and software 3 years Furniture, fixtures, and equipment 3-5 years Leasehold improvements and capital leases Shorter of remaining lease term or estimated useful life |
Income Taxes | Income Taxes —The Company accounts for income taxes under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to operating loss carry-forwards and temporary differences between financial statement bases of existing assets and liabilities and their respective income tax bases. Deferred tax assets and liabilities are measured using enacted income tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect of a change in the income tax rates on deferred tax asset and liability balances is recognized in income in the period that includes the enactment date of such rate change. A valuation allowance is recorded for loss carry-forwards and other deferred tax assets when it is determined that it is more likely than not that such loss carry-forwards and deferred tax assets will not be realized. The Company recognizes the tax benefits on any uncertain tax positions taken or expected to be taken in the consolidated financial statements when it is more likely than not the position will be realized upon ultimate settlement with the tax authority assuming full knowledge of the position and relevant facts. The tax benefits recognized in the consolidated financial statements from such a position are measured based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement. The Company recognizes estimated interest and penalties related to uncertain tax positions as a part of the provision for income taxes. |
Revenue Recognition | Revenue Recognition —The Company accounts for revenue in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standard Codification (“ASC”) Topic 606, Revenue from Contracts with Customers. The Company adopted ASC Topic 606 as of January 1, 2017 using the full retrospective method. The standard did not affect the Company’s consolidated net loss, financial position, or cash flows. There were no changes to the timing of revenue recognition as a result of the adoption. The Company derives its revenue from the sale of consumer products. The Company sells its products directly to consumers through online retail channels and through wholesale channels. For direct to consumer sales, the Company considers customer order confirmations to be a contract with the customer. Customer confirmations are executed at the time an order is placed through third party online channels. For wholesale sales, the Company considers the customer purchase order to be the contract. For all of the Company’s sales and distribution channels, revenue is recognized when control of the product is transferred to the customer (i.e., when the Company’s performance obligation is satisfied), which typically occurs at shipment date. As a result, the Company has a present and unconditional right to payment and record the amount due from the customer in accounts receivable. Revenue from consumer product sales is recorded at the net sales price (transaction price), which includes an estimate of future returns based on historical return rates. There is judgment in utilizing historical trends for estimating future returns. The Company’s refund liability for sales returns was $0.3 million and $0.5 million at December 31, 2018 and 2019, respectively, which is included in accrued liabilities and represents the expected value of the refund that will be due to its customers. The Company evaluated principal versus agent considerations to determine whether it is appropriate to record platform fees paid to Amazon as an expense or as a reduction of revenue. Platform fees are recorded as sales and distribution expense and are not recorded as a reduction of revenue because it owns and controls all the goods before they are transferred to the customer. The Company can, at any time, direct Amazon and similarly with other 3rd party logistics providers (“Logistics Providers”), to return the Company’s inventory to any location specified by the Company. Any returns made by customers directly to Logistic Providers is the responsibility of the Company to make customers whole and the Company retains the back-end inventory risk. Further, the Company is subject to credit risk (i.e., credit card chargebacks), establishes prices of its products, can determine who fulfills the goods to the customer (Amazon or the Company) and can limit quantities or stop selling the goods at any time. Based on these considerations, the Company is the principal in this arrangement. Performance Obligations . A performance obligation is a promise in a contract to transfer a distinct good to the customer and is the unit of account in ASC Topic 606. A contract’s transaction price is recognized as revenue when the performance obligation is satisfied. Each of the Company’s contracts have a single distinct performance obligation, which is the promise to transfer individual goods. For consumer product sales, the Company has elected to treat shipping and handling as fulfillment activities, and not a separate performance obligation. Accordingly, the Company recognizes revenue for its single performance obligation related to product sales at the time control of the merchandise passes to the customer, which is generally at the time of shipment. The Company bills customers for charges for shipping and handling on certain sales and such charges are recorded as part of net revenue. Shipping and handling revenue for year-end December 31, 2018 and 2019 were $0.0 million and $0.0 million, respectively. For each contract, the Company considers the promise to transfer products to be the only identified performance obligation. In determining the transaction price, the Company evaluates whether the price is subject to refund or adjustment to determine the net consideration to which the Company expects to be entitled. All of the Company’s direct and wholesale revenue for the years ended December 31, 2018 and 2019 are recognized at a point in time. Sales taxes —Consistent with prior periods, sales taxes collected from customers are presented on a net basis and as such are excluded from net revenue. Net Revenue by Category : The following table sets forth the Company’s net revenue disaggregated by sales channel and geographic region based on the billing addresses of its customers: Year Ended December 31, 2018 Direct Wholesale Managed SaaS Total North America $ 68,884 $ 3,666 $ 496 $ 73,046 Other 171 62 — 233 Total net revenue $ 69,055 $ 3,728 $ 496 $ 73,279 Year Ended December 31, 2019 Direct Wholesale Managed SaaS Total North America $ 111,168 $ 1,408 $ 1,685 $ 114,261 Other 190 — — 190 Total net revenue $ 111,358 $ 1,408 $ 1,685 $ 114,451 Net Revenue by Product Categories : The following table sets forth the Company’s net revenue disaggregated by product categories: Year-ended December 31, 2018 2019 Environmental appliances (i.e., dehumidifiers and air conditioners) $ 34,017 $ 64,521 Small home appliances 14,800 24,621 Cosmetics, skincare, and health supplements 2,464 11,195 Cookware, kitchen tools and gadgets 11,463 6,872 Hair appliances and accessories 6,510 3,341 All others 3,529 2,216 Total net product revenue 72,783 112,766 Managed SaaS 496 1,685 Total net revenue $ 73,279 $ 114,451 |
Inventory and cost of goods sold | Inventory and cost of goods sold —The Company’s inventory consists almost entirely of finished goods. The Company currently records inventory on its balance sheet on a first-in first-out (“FIFO”) basis, or net realizable value, if it is below the Company’s recorded cost. The Company’s costs include the amounts it pays manufacturers for product, tariffs and duties associated with transporting product across national borders, and freight costs associated with transporting the product from its manufacturers to its warehouses, as applicable. The “Cost of goods sold” line item in the consolidated statements of operations is comprised of the book value of inventory sold to customers during the reporting period. When circumstances dictate that the Company use net realizable value as the basis for recording inventory, it bases its estimates on expected future selling prices less expected disposal costs. |
Sales and Distribution | Sales and Distribution— Sales and distribution expenses consist of online advertising costs, marketing and promotional costs, sales and platform commissions, fulfillment, including shipping and handling, warehouse costs and employee compensation and benefits. Costs associated with the Company’s advertising and sales promotion are expensed as incurred and are included in sales and distribution expenses. For the years ended December 31, 2018 and 2019, the Company recognized $4.5 million and $4.8 million, respectively, for advertising costs, which consists primarily of online advertising expense. Shipping and handling expense are included in the Company’s consolidated statements of operations within sales and distribution expenses. This includes pick and pack costs and outbound transportation costs to ship goods to customers performed by e-commerce platforms or incurred directly by the Company’s own fulfillment operations. The Company’s expense for shipping and handling was $11.4 million and $17.2 million during fiscal 2018 and 2019, respectively. |
Research and Development | Research and Development —Research and development expenses include compensation and employee benefits for technology development employees, travel related costs, and fees paid to outside consultants related to development of the Company’s owned intellectual property. |
General and Administrative | General and Administrative —General and administrative expenses include compensation and employee benefits for executive management, finance administration, legal, and human resources, facility costs, travel, professional service fees and other general overhead costs. |
Stock-Based Compensation | Stock-Based Compensation— Stock-based compensation expense to employees is measured based on the grant-date fair value of the awards and recognized in the consolidated statements of operations over the period during which the employee is required to perform services in exchange for the award (the vesting period of the award). The Company estimates the fair value of stock options granted using the Black-Scholes option valuation model. The Black-Scholes option-pricing model requires the input of highly subjective assumptions, including the fair value of the Company’s underlying common stock, the expected term of stock options, the expected volatility of the price of its common stock, risk-free interest rates and the expected dividend yield of its common stock. The assumptions used in the Company’s option-pricing model represent management’s best estimates. These estimates involve inherent uncertainties and the application of management’s judgment. If factors change and different assumptions are used, the Company’s stock-based compensation expense could be materially different in the future. These assumptions are estimated as follows: • Fair Value of Common Stock . Because the Company’s common stock is not publicly traded, it must estimate the fair value of common stock, as discussed in the section “Common Stock Valuation” below. • Risk-Free Interest Rate . The Company based the risk-free interest rate used in the Black-Scholes valuation model on the implied yield available on U.S. Treasury zero-coupon bonds with an equivalent remaining term of the stock options for each stock option group. • Expected Term . The Company determines the expected term based on the average period the stock options are expected to remain outstanding generally calculated as the midpoint of the stock options vesting term and contractual expiration period, as it does not have sufficient historical information to develop reasonable expectations about future exercise patterns and post-vesting employment termination behavior. • Expected Volatility . The Company determines the price volatility factor based on the historical volatility of publicly-traded industry peers. To determine its peer group of companies, the Company considers public companies in the technology industry and selects those that are similar to the Company in size, stage of life cycle and financial leverage. The Company does not rely on implied volatilities of traded options in its industry peers’ common stock because the volume of activity is relatively low. • Expected Dividend Yield . The Company has not paid and does not anticipate paying any cash dividends in the foreseeable future and, therefore, use an expected dividend yield of zero. If any of the assumptions used in the Black-Scholes option-pricing model changes significantly, stock-based compensation for future awards may differ materially compared with the awards granted previously. The Company recognizes forfeitures as they occur, which results in a reduction in compensation expense at the time of forfeiture. |
Common Stock Valuation | Common Stock Valuation The fair value of the Company’s common stock underlying stock options has historically been determined by its board of directors, with assistance from management and contemporaneous third-party valuations. Given the absence of a public trading market for its common stock prior to the Company’s IPO in 2019, and in accordance with the American Institute of Certified Public Accountants Practice Aid, Valuation of Privately Held Company Equity Securities Issued as Compensation , or the Practice Aid, the Company’s board of directors has exercised reasonable judgment and considered numerous objective and subjective factors to determine the best estimate of the fair value of its common stock at each grant date. These factors include: • contemporaneous third-party valuations of the Company’s common stock; • the Company’s operating and financial performance; • current business conditions and projections; • the likelihood of achieving a liquidity event for the shares of common stock underlying these stock options, such as an initial public offering or sale of the company, given prevailing market conditions; • the lack of marketability of the Company’s common stock; • the market performance of comparable publicly-traded e-commerce and technology companies; and • the U.S. and global economic and capital market conditions and outlook. In determining the fair value of the Company’s common stock, it estimated the enterprise value of its business using the market approach and the income approach. Under the income approach, forecast cash flows are discounted to the present value at a risk-adjusted discount rate. The valuation analyses determine discrete free cash flows over several years based on forecast financial information provided by the Company’s management and a terminal value for the residual period beyond the discrete forecast, which are discounted at its estimated weighted-average cost of capital to estimate its enterprise value. Under the market approach, a group of guideline publicly-traded companies with similar financial and operating characteristics as the Company is selected, and valuation multiples based on the guideline public companies’ financial information and market data are calculated. Based on the observed valuation multiples, an appropriate multiple was selected to apply to the Company’s historical and forecasted revenue results. The estimated enterprise value is then allocated to the common stock using the Option Pricing Method (OPM), and the Probability Weighted Expected Return Method (PWERM), or the hybrid method. The hybrid method applied the PWERM utilizing the probability of an exit scenario, and the OPM was used in the remaining private scenario. For options granted prior to October 2018, the Company has used a hybrid method to determine the fair value of its common stock. Under the hybrid method, multiple valuation approaches were used and then combined into a single probability weighted valuation using a PWERM. The Company’s approach for options granted starting in October 1, 2018 included the use of an initial public offering scenario and a scenario assuming continued operation as a private entity. Following the closing of the Company’s initial public offering, the fair value per share of its common stock for purposes of determining stock-based compensation will be the closing price of its common stock as reported on the applicable grant date. |
Deferred offering costs | Deferred offering costs —Deferred offering costs, which consist of direct incremental legal, consulting, banking and accounting fees relating to anticipated equity offerings, are capitalized and will be offset against proceeds upon the consummation of the offerings within stockholders’ equity. In the event an anticipated offering is terminated, deferred offering costs will be expensed. As of December 31, 2018, there were $1.2 million of deferred offering costs categorized in prepaids and other current assets in the consolidated balance sheets. As of December 31, 2019, there were no remaining deferred offering costs categorized in prepaids and other current assets in the consolidated balance sheets. |
Foreign Currency | Foreign Currency —The functional currency of the Company’s foreign subsidiaries is the local currency. All assets and liabilities of foreign subsidiaries are translated at the current exchange rate as of the end of the period, and revenues and expenses are translated at the average exchange rates in effect during the period. The gain or loss resulting from the process of translating foreign currency financial statements into U.S. dollars is reflected as a foreign currency cumulative translation adjustment and reported as a component of accumulated other comprehensive income loss. Foreign currency transaction gains and losses resulting from or expected to result from transactions denominated in a currency other than the functional currency are recognized in other expense, net in the consolidated statements of operations. The Company recorded net loss from foreign currency transactions of less than $0.1 million and less than $0.1 million for the years ended December 31, 2018 and 2019. |
Net Loss Per Share | Net Loss Per Share —The Company computes basic earnings per share using the weighted-average number of shares of common stock outstanding during the period. For periods in which the Company reports net losses, diluted net loss per share attributable to stockholders is the same as basic net loss per share attributable to stockholders, because potentially dilutive common shares are not assumed to have been issued if their effect is anti-dilutive. |
Segment Information | Segment Information —The Company reports segment information in accordance with ASC Topic No. 280 “Segment Reporting.” The Company has one reportable segment. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements The JOBS Act permits an emerging growth company to take advantage of an extended transition period to comply with new or revised accounting standards applicable to public companies. The Company has elected to use this extended transition period until it is no longer an emerging growth company or until it affirmatively and irrevocably opts out of the extended transition period. As a result, the Company’s financial statements may not be comparable to companies that comply with new or revised accounting pronouncements as of public company effective dates. Adopted Accounting Standards In November 2016, the FASB issued ASU No. 2016-18, Statement of Cash Flows: Restricted Cash (Topic 230) In May 2017, the FASB issued ASU No. 2017-09, “Compensation—Stock Compensation (Topic 718) Scope of Modification Accounting,” which provides guidance on the various types of changes which would trigger modification accounting for share-based payment awards. In summary, an entity would not apply modification accounting if the fair value, vesting conditions, and classification of the awards are the same immediately before and after the modification. The guidance is effective for annual periods beginning after December 15, 2018, and interim periods within those annual periods. The amendments are applied prospectively to awards modified on or after the adoption date. The new guidance was adopted on January 1, 2019 and this standard did not have a material impact on the consolidated financial statements. Recently Issued Accounting Pronouncements In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842), or ASU 2016-02, which requires lessees to record most leases on their balance sheets but recognize the expenses on their income statements in a manner similar to current practice. ASU 2016-02 states that a lessee would recognize a lease liability for the obligation to make lease payments and a right-to-use asset for the right to use the underlying asset for the lease term. In July 2019, the FASB delayed the effective date for this ASU and will be effective for annual reporting periods beginning after December 15, 2021, with early adoption permitted. While the Company has not completed its evaluation of the impact of adoption of this standard, it does not expect it to have a material impact on its consolidated financial statements . In February 2018, the FASB issued ASU No. 2018-02, Income Statement—Reporting Comprehensive Income (Topic 220) (“ASU 2018-02”). ASU 2018-02 addresses the effect of the change in the U.S. federal corporate tax rate due to the enactment of the December 22, 2017 Tax Act on items within accumulated other comprehensive income (loss). The guidance will be effective for all annual reporting periods beginning after December 15, 2019, with early adoption permitted. While the Company has not completed its evaluation of the impact of adoption of this standard, it does not expect it to have a material impact on its consolidated financial statements . On August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement, which changes the fair value measurement disclosure requirements of ASC 820. The amendments in this ASU are the result of a broader disclosure project called FASB Concepts Statement, Conceptual Framework for Financial Reporting—Chapter 8: Notes to Financial Statements. This ASU is effective for all annual reporting periods beginning after December 15, 2019, including interim periods therein. Early adoption is permitted for any eliminated or modified disclosures upon issuance of this ASU. While the Company has not completed its evaluation of the impact of adoption of this standard, it does not expect it to have a material impact on its consolidated financial statements . In June 2018, the FASB issued ASU No. 2018-07, Compensation—Stock Compensation (Topic 718): Improvements to Nonemployee Share-based Payment Accounting, which expands the scope of Topic 718, Compensation—Stock Compensation, which currently only includes share-based payments issued to employees, to also include share-based payments issued to nonemployees for goods and services. This ASU is effective for all annual reporting periods beginning after December 15, 2019, including interim periods therein. Early adoption is permitted for any eliminated or modified disclosures upon issuance of this ASU. While the Company has not completed its evaluation of the impact of adoption of this standard, it does not expect it to have a material impact on its consolidated financial statements . In June 2016, the FASB issued ASU 2016-13: Financial Instruments – Credit Losses (Topic 326). . |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Schedule of Estimated Useful Lives of Property and Equipment | The estimated useful lives for significant property and equipment categories are as follows: Computer equipment and software 3 years Furniture, fixtures, and equipment 3-5 years Leasehold improvements and capital leases Shorter of remaining lease term or estimated useful life |
Net Revenue Disaggregated by Sales Channel and Geographic Region | Net Revenue by Category : The following table sets forth the Company’s net revenue disaggregated by sales channel and geographic region based on the billing addresses of its customers: Year Ended December 31, 2018 Direct Wholesale Managed SaaS Total North America $ 68,884 $ 3,666 $ 496 $ 73,046 Other 171 62 — 233 Total net revenue $ 69,055 $ 3,728 $ 496 $ 73,279 Year Ended December 31, 2019 Direct Wholesale Managed SaaS Total North America $ 111,168 $ 1,408 $ 1,685 $ 114,261 Other 190 — — 190 Total net revenue $ 111,358 $ 1,408 $ 1,685 $ 114,451 |
Net Revenue Disaggregated by Product Categories | Net Revenue by Product Categories : The following table sets forth the Company’s net revenue disaggregated by product categories: Year-ended December 31, 2018 2019 Environmental appliances (i.e., dehumidifiers and air conditioners) $ 34,017 $ 64,521 Small home appliances 14,800 24,621 Cosmetics, skincare, and health supplements 2,464 11,195 Cookware, kitchen tools and gadgets 11,463 6,872 Hair appliances and accessories 6,510 3,341 All others 3,529 2,216 Total net product revenue 72,783 112,766 Managed SaaS 496 1,685 Total net revenue $ 73,279 $ 114,451 |
Inventory (Tables)
Inventory (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory | Inventory consisted of the following as of December 31, 2018 and 2019: December 31, 2018 December 31, 2019 Inventory on-hand $ 24,595 $ 29,370 Inventory in-transit 5,957 6,842 Inventory $ 30,552 $ 36,212 |
Accounts Receivable (Tables)
Accounts Receivable (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Accounts Receivable Net Current [Abstract] | |
Summary of Accounts Receivable | Accounts receivable consisted of the following as of December 31, 2018 and 2019: December 31, 2018 December 31, 2019 Trade accounts receivable $ 1,403 $ 1,094 Allowance for doubtful accounts — (35 ) Accounts receivable—net $ 1,403 $ 1,059 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Property Plant And Equipment [Abstract] | |
Summary of Property and Equipment | Property and equipment consisted of the following as of December 31, 2018 and 2019: December 31, 2018 December 31, 2019 Computer equipment and software $ 454 $ 524 Furniture, fixtures and equipment 311 94 Leasehold improvements 47 52 Subtotal 812 670 Less: accumulated depreciation and amortization (544 ) (495 ) Property and equipment—net $ 268 $ 175 |
Prepaid and Other Current Ass_2
Prepaid and Other Current Assets (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Prepaid Expense And Other Assets Current [Abstract] | |
Schedule of Prepaid And Other Current Assets | Prepaids and other current assets consisted of the following as of December 31, 2018 and 2019: December 31, 2018 December 31, 2019 Prepaid inventory $ 2,284 $ 2,195 Restricted cash 550 307 Deferred offering costs 1,218 — Prepaid Insurance 433 1,967 Other 933 926 Prepaid and other current assets $ 5,418 $ 5,395 |
Accrued and Other Current Lia_2
Accrued and Other Current Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Accrued Liabilities And Other Liabilities [Abstract] | |
Schedule of Components of Accrued Expenses and Other Current Liabilities | Accrued expenses and other current liabilities consisted of the following as of December 31, 2018 and 2019: December 31, 2018 December 31, 2019 Accrued compensation costs $ 2,585 $ 300 Accrual for deferred financing fees 936 — Accrued professional fees and consultants 484 400 Accrued logistics costs 1,424 2,326 Product related accruals 1,042 1,518 Sales tax payable 707 507 Sales return reserve 322 456 Accrued recall liability 1,512 90 Seller note from acquisition (Note 16) — 195 Prepaid insurance financing — 1,031 All other accruals 696 682 Accrued and other current liabilities $ 9,708 $ 7,505 |
Credit Facility and Term Loans
Credit Facility and Term Loans (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
Schedule of Credit Facility and Term Loans | Credit facility and term loans consisted of the following as of December 31, 2018 and 2019: December 31, 2018 December 31, 2019 Mid Cap Credit facility $ 16,455 $ 22,953 Less: deferred debt issuance costs (1,960 ) (1,268 ) Less discount associated with issuance of warrants (44 ) (28 ) Total Mid Cap credit facility $ 14,451 $ 21,657 Horizon Term loan 15,000 15,000 Less: deferred debt issuance costs (1,022 ) (836 ) Less discount associated with issuance of warrants (929 ) (697 ) Total Horizon term loan 13,049 13,467 Less-current portion — (3,000 ) Term loan-non current portion $ 13,049 $ 10,467 |
Schedule of Term Loan Payments of Principal Under the Horizon Term Loan | The term loan payments of principal under the Horizon Term Loan as of December 31, 2019 are as follows: Year-Ending December 31 2020 $ 3,000 2021 6,000 2022 6,000 2023 — Thereafter — Total term loan payments $ 15,000 |
Schedule of Interest Expense, Net | Interest expense, net consisted of the following for the years-ended December 31, 2018 and 2019: December 31, 2018 December 31, 2019 Interest expense $ 2,354 $ 4,532 Interest income (1 ) (146 ) Total Interest expense, net $ 2,353 $ 4,386 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Summary of Stock Options Activity | The following is a summary of stock options activity during the year-ended December 31, 2019: Options Outstanding Number of Options Weighted- Average Exercise Price Weighted- Average Remaining Contractual Life (years) Aggregate Intrinsic Value Balance—January 1, 2019 1,867,747 $ 9.01 9.64 $ 19,573,295 Options granted 195,975 $ 9.49 Options exercised (487 ) $ 4.14 $ 1,630 Options cancelled (200,666 ) $ 8.90 Balance—December 31, 2019 1,862,569 $ 9.09 8.64 $ 99,289 Exercisable as of December 31, 2019 777,147 $ 8.69 8.21 $ 93,775 Vested and expected to vest as of December 31, 2019 1,862,569 $ 9.09 8.64 $ 99,289 |
Summary of Weighted Average Assumptions Used in Black-Scholes Option-Pricing Model to Determine Grant Fair Value | The following are weighted-average assumptions used in the Black-Scholes option-pricing model to determine grant fair value: December 31, 2018 December 31, 2019 Weighted- Average Weighted- Average Expected term (in years) 5.73 5.77 Volatility 55.06 % 66.72 % Risk-free interest rate 2.59 % 1.76 % Dividend Yield 0.000 0.000 |
Summary of Restricted Stock Activity | A summary of restricted stock activity within the Company’s equity plans and changes for the year-ended December 31, 2019, is as follows: Restricted Stock Awards Shares Weighted Average Grant- Date Fair Value Nonvested at January 1, 2019 — $ — Granted 2,719,633 $ 18.52 Vested — $ — Forfeited (117,661 ) $ 19.50 Nonvested at December 31, 2019 2,601,972 $ 18.21 |
Summary of Total Stock-based Compensation Expense by Function | The following table summarizes the total stock-based compensation expense by function for the years-ended December 31, 2018 and 2019: Years-end December 31, 2018 2019 (in thousands) Sales and distribution expenses $ 69 $ 7,358 Research and development expenses 25 5,711 General and administrative expenses 525 21,612 Total stock-based compensation expense $ 619 $ 34,681 |
Commitment and Contingencies (T
Commitment and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Commitments And Contingencies Disclosure [Abstract] | |
Schedule of Future Minimum Lease Payments Under Operating Leases | Future minimum lease payments under these operating leases consisted of the following as of December 31, 2019: Year-Ending December 31 2020 $ 244 2021 54 2022 — 2023 — 2024 — Thereafter — Total minimum lease payments $ 298 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Schedule of Provision for Income Tax Expense | Loss before provision for income taxes consisted of the following for the periods indicated (in thousands): December 31, 2018 December 31, 2019 Domestic $ (31,609 ) $ (58,718 ) International (159 ) (42 ) Total $ (31,768 ) $ (58,760 ) |
Schedule of Components of Income Tax Provision | The components of the Company’s income tax provision were as follows for the periods indicated (in thousands): December 31, 2018 December 31, 2019 Current: Federal $ — $ — State 3 21 Foreign 52 8 Total current 55 29 Deferred: — — Federal — — State — — Foreign — — Total deferred — — Income tax provision $ 55 $ 29 |
Schedule of Federal Statutory Income Tax Rate Reconciliation | The reconciliation of the Federal statutory income tax provision to the Company’s effective income tax provision is as follows for the periods indicated (in thousands): December 31, 2018 December 31, 2019 Income tax benefit at statutory rates $ (6,666 ) $ (12,339 ) Permanent differences 70 325 Foreign rate differential 14 (4 ) State income taxes, net of federal tax benefit (1,081 ) (2,034 ) Effect of tax rate change — — Other 441 45 Valuation allowance 7,277 14,036 Total income tax expense $ 55 $ 29 |
Components of Deferred Tax Assets and Liabilities | The Company’s deferred tax assets and liabilities as of the dates indicated were as follows (in thousands): December 31, 2018 December 31, 2019 Deferred tax assets: Sales returns reserve $ 79 $ 112 Allowance for doubtful accounts — 9 Net operating loss carryforwards 14,204 20,286 Stock options 180 8,409 Deferred revenue 12 6 Fixed assets 21 13 Goodwill — (12 ) Interest expense limitation 574 1,109 Other 97 (729 ) Less: valuation allowances (15,167 ) (29,203 ) Net deferred tax assets — — Deferred tax liabilities: Foreign currency exchange gain/loss — — Accrued expenses — — Net deferred tax liabilities — — Net deferred tax assets — — Net deferred tax assets (liabilities) $ — $ — |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |
Schedule of Basic and Diluted Net Loss per Share | The following table sets forth the computation of basic and diluted net loss per share (in thousands, except per share data): Year-Ended December 31, 2018 2019 Net loss $ (31,823 ) $ (58,789 ) Weighted-average number of shares used in computing net loss per share, basic and diluted 10,160,879 13,516,844 Net loss per share, basic and diluted $ (3.13 ) $ (4.35 ) |
2019 Acquisition (Tables)
2019 Acquisition (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Business Combinations [Abstract] | |
Preliminary Allocation of Purchase Price to Assets Acquired and Liabilities Assumed Based on Estimated Fair Values at Acquisition Date | The following presents the preliminary allocation of purchase price to the assets acquired and liabilities assumed, based on their estimated fair values at acquisition date: Total (in thousands) Inventory $ 297 Goodwill 745 Intangible assets 333 Net assets acquired $ 1,375 |
Amounts Assigned to Goodwill and Major Intangibles Asset Classifications | The amounts assigned to goodwill and major intangible asset classifications were as follows: Amount allocated Useful life (in years) (in thousands) Goodwill $ 745 n.a. Trademarks 310 5 Transition services agreement 11 < 1 Non-competition agreement 12 3 Total $ 1,078 |
Unaudited Pro Forma Information | The acquisition of the Aussie Health Assets is reflected in the following unaudited pro forma information as if the acquisition had been effective on January 1, 2018. The unaudited pro forma impact for the year-end December 31, 2019 is from January 1, 2019 through the acquisition date of September 10, 2019. December 31, December 31, 2018 2019 (in thousands) Net revenue as reported $ 73,279 $ 114,451 Aussie Health net revenue $ 1,819 $ 1,759 Net revenue pro forma $ 75,098 $ 116,210 Operating loss as reported $ (29,429 ) $ (54,333 ) Aussie Health operating income $ 332 $ 310 Operating loss pro forma $ (29,097 ) $ (54,023 ) |
Organization and Description _2
Organization and Description of Business - Additional Information (Details) | Jun. 14, 2019USD ($)$ / sharesshares | Sep. 04, 2018$ / sharesshares | Apr. 01, 2018shares | Apr. 30, 2018shares | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) |
Organization And Description Of Business [Line Items] | ||||||
Operating losses | $ (54,333,000) | $ (29,429,000) | ||||
Accumulated deficit | (129,809,000) | (71,020,000) | ||||
Cash on hand | 30,353,000 | $ 20,029,000 | ||||
Outstanding borrowings from lenders | 35,100,000 | |||||
Available capacity on borrowings | 0 | |||||
Equity financing | $ 102,000,000 | |||||
Initial Public Offering | ||||||
Organization And Description Of Business [Line Items] | ||||||
Common stock, shares issued | shares | 3,600,000 | |||||
Shares issued, price per share | $ / shares | $ 10 | |||||
Net proceeds from sale of common stock | $ 29,400,000 | |||||
Series C Holders | ||||||
Organization And Description Of Business [Line Items] | ||||||
Shares outstanding | shares | 900,000 | |||||
All Stock And Warrants Other Than Series C Preferred Stock | ||||||
Organization And Description Of Business [Line Items] | ||||||
Common stock, warrants and preferred stock to common stock conversion ratio | 0.3131 | |||||
Series C Preferred Stock | ||||||
Organization And Description Of Business [Line Items] | ||||||
Preferred stock to common stock, conversion ratio | 0.2564 | |||||
Common stock warrants to common stock conversion ratio | 0.2564 | |||||
Common stock, shares issued | shares | 1,900,000 | 5,992,750 | ||||
Shares issued, price per share | $ / shares | $ 4 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Additional Information (Details) | 12 Months Ended | 39 Months Ended | |
Dec. 31, 2019USD ($)CustomerSegment | Dec. 31, 2018USD ($)Customer | Mar. 31, 2018USD ($) | |
Significant Accounting Policies [Line Items] | |||
Impairment charges | $ 0 | ||
Allowance for doubtful accounts | $ 0 | $ 0 | |
Income tax benefit recognition, minimum percentage of likelihood being realized | 50.00% | ||
Revenues | $ 114,451,000 | 73,279,000 | $ 6,200,000 |
Deferred offering costs | 1,218,000 | ||
Number of reportable segments | Segment | 1 | ||
Sales and distribution expenses | |||
Significant Accounting Policies [Line Items] | |||
Advertising cost | $ 4,800,000 | 4,500,000 | |
Shipping and handling cost | 17,200,000 | 11,400,000 | |
Other Expense, Net | Maximum | |||
Significant Accounting Policies [Line Items] | |||
Net loss from foreign currency transactions | (100,000) | (100,000) | |
Shipping and Handling | |||
Significant Accounting Policies [Line Items] | |||
Revenues | $ 0 | $ 0 | |
Customer Concentration Risk | Revenue Benchmark | |||
Significant Accounting Policies [Line Items] | |||
Number of customer accounted | Customer | 0 | 0 | |
Customer Concentration Risk | Revenue Benchmark | Amazon | |||
Significant Accounting Policies [Line Items] | |||
Percentage of concentration of credit risk | 95.00% | 95.00% | |
Customer Concentration Risk | Accounts Receivable | |||
Significant Accounting Policies [Line Items] | |||
Number of customer accounted | Customer | 0 | 0 | |
Customer Concentration Risk | Accounts Receivable | Amazon | |||
Significant Accounting Policies [Line Items] | |||
Percentage of concentration of credit risk | 74.00% | 79.00% | |
Prepaid Expenses and Other Current Assets | |||
Significant Accounting Policies [Line Items] | |||
Restricted cash deposit associated with credit facility | $ 300,000 | $ 600,000 | |
Deferred offering costs | 0 | 1,200,000 | |
Other Noncurrent Assets | |||
Significant Accounting Policies [Line Items] | |||
Restricted cash deposit associated with credit facility | 100,000 | 100,000 | |
Accrued Liabilities | |||
Significant Accounting Policies [Line Items] | |||
Refund liabilities for sales returns | $ 500,000 | $ 300,000 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Schedule of Estimated Useful Lives of property and Equipment (Details) | 12 Months Ended |
Dec. 31, 2019 | |
Computer Equipment and Software | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, estimated useful life | 3 years |
Furniture, Fixtures and Equipment | Minimum | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, estimated useful life | 3 years |
Furniture, Fixtures and Equipment | Maximum | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, estimated useful life | 5 years |
Leasehold Improvements and Capital Leases | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, estimated useful life | Shorter of remaining lease term or estimated useful life |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Net Revenue Disaggregated by Sales Channel and Geographic Region (Details) - USD ($) $ in Thousands | 12 Months Ended | 39 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | Mar. 31, 2018 | |
Disaggregation Of Revenue [Line Items] | |||
Total net revenue | $ 114,451 | $ 73,279 | $ 6,200 |
Direct | |||
Disaggregation Of Revenue [Line Items] | |||
Total net revenue | 111,358 | 69,055 | |
Wholesale | |||
Disaggregation Of Revenue [Line Items] | |||
Total net revenue | 1,408 | 3,728 | |
Managed SaaS | |||
Disaggregation Of Revenue [Line Items] | |||
Total net revenue | 1,685 | 496 | |
North America | |||
Disaggregation Of Revenue [Line Items] | |||
Total net revenue | 114,261 | 73,046 | |
North America | Direct | |||
Disaggregation Of Revenue [Line Items] | |||
Total net revenue | 111,168 | 68,884 | |
North America | Wholesale | |||
Disaggregation Of Revenue [Line Items] | |||
Total net revenue | 1,408 | 3,666 | |
North America | Managed SaaS | |||
Disaggregation Of Revenue [Line Items] | |||
Total net revenue | 1,685 | 496 | |
Other | |||
Disaggregation Of Revenue [Line Items] | |||
Total net revenue | 190 | 233 | |
Other | Direct | |||
Disaggregation Of Revenue [Line Items] | |||
Total net revenue | $ 190 | 171 | |
Other | Wholesale | |||
Disaggregation Of Revenue [Line Items] | |||
Total net revenue | $ 62 |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Net Revenue Disaggregated by Product Categories (Details) - USD ($) $ in Thousands | 12 Months Ended | 39 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | Mar. 31, 2018 | |
Disaggregation Of Revenue [Line Items] | |||
Total net revenue | $ 114,451 | $ 73,279 | $ 6,200 |
Product Revenue | |||
Disaggregation Of Revenue [Line Items] | |||
Total net revenue | 112,766 | 72,783 | |
Product Revenue | Environmental Appliances (i.e., Dehumidifiers and Air Conditioners) | |||
Disaggregation Of Revenue [Line Items] | |||
Total net revenue | 64,521 | 34,017 | |
Product Revenue | Small Home Appliances | |||
Disaggregation Of Revenue [Line Items] | |||
Total net revenue | 24,621 | 14,800 | |
Product Revenue | Cosmetics, Skincare, and Health Supplements | |||
Disaggregation Of Revenue [Line Items] | |||
Total net revenue | 11,195 | 2,464 | |
Product Revenue | Cookware, Kitchen Tools and Gadgets | |||
Disaggregation Of Revenue [Line Items] | |||
Total net revenue | 6,872 | 11,463 | |
Product Revenue | Hair Appliances and Accessories | |||
Disaggregation Of Revenue [Line Items] | |||
Total net revenue | 3,341 | 6,510 | |
Product Revenue | All Others | |||
Disaggregation Of Revenue [Line Items] | |||
Total net revenue | 2,216 | 3,529 | |
Managed SaaS | |||
Disaggregation Of Revenue [Line Items] | |||
Total net revenue | $ 1,685 | $ 496 |
Inventory - Schedule of Invento
Inventory - Schedule of Inventory (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Inventory Disclosure [Abstract] | ||
Inventory on-hand | $ 29,370 | $ 24,595 |
Inventory in-transit | 6,842 | 5,957 |
Inventory | $ 36,212 | $ 30,552 |
Inventory - Additional Informat
Inventory - Additional Information (Details) - USD ($) $ in Millions | Dec. 31, 2019 | Dec. 31, 2018 |
Inventory Disclosure [Abstract] | ||
Inventory on-hand held by Amazon | $ 4.7 | $ 6.1 |
Accounts Receivable - Summary o
Accounts Receivable - Summary of Accounts Receivable (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Accounts Notes Loans And Financing Receivable Gross Allowance And Net [Abstract] | ||
Trade accounts receivable | $ 1,094 | $ 1,403 |
Allowance for doubtful accounts | (35) | |
Accounts receivable—net | $ 1,059 | $ 1,403 |
Property and Equipment - Summar
Property and Equipment - Summary of Property and Equipment (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | $ 670 | $ 812 |
Less: accumulated depreciation and amortization | (495) | (544) |
Property and equipment—net | 175 | 268 |
Computer Equipment and Software | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 524 | 454 |
Furniture, Fixtures and Equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 94 | 311 |
Leasehold Improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | $ 52 | $ 47 |
Property and Equipment - Additi
Property and Equipment - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Property Plant And Equipment [Abstract] | ||
Depreciation expense | $ 0.2 | $ 0.3 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Cash and restricted cash | $ 30,789 | $ 20,708 | $ 5,797 |
Level 1 | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Cash and restricted cash | $ 30,800 | $ 20,700 |
Prepaid and Other Current Ass_3
Prepaid and Other Current Assets - Summary of Prepaids and Other Current Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Prepaid Expense And Other Assets Current [Abstract] | ||
Prepaid inventory | $ 2,195 | $ 2,284 |
Restricted cash | 307 | 550 |
Deferred offering costs | 1,218 | |
Prepaid Insurance | 1,967 | 433 |
Other | 926 | 933 |
Prepaid and other current assets | $ 5,395 | $ 5,418 |
Accrued and Other Current Lia_3
Accrued and Other Current Liabilities - Schedule of Components of Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Accrued Liabilities And Other Liabilities [Abstract] | ||
Accrued compensation costs | $ 300 | $ 2,585 |
Accrual for deferred financing fees | 936 | |
Accrued professional fees and consultants | 400 | 484 |
Accrued logistics costs | 2,326 | 1,424 |
Product related accruals | 1,518 | 1,042 |
Sales tax payable | 507 | 707 |
Sales return reserve | 456 | 322 |
Accrued recall liability | 90 | 1,512 |
Seller note from acquisition (Note 16) | 195 | |
Prepaid insurance financing | 1,031 | |
All other accruals | 682 | 696 |
Accrued and other current liabilities | $ 7,505 | $ 9,708 |
Accrued and Other Current Lia_4
Accrued and Other Current Liabilities - Additional Information (Details) $ in Thousands | Aug. 15, 2018USD ($) | Aug. 31, 2019USD ($) | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Mar. 31, 2018USD ($)HairDryer | May 31, 2018Consumer |
Accrued Expenses And Other Current Liabilities [Line Items] | ||||||
NET REVENUE | $ 114,451 | $ 73,279 | $ 6,200 | |||
Type of Revenue [Extensible List] | mwk:XtavaAllureHairDryerMember | |||||
Remaining recall liability | 90 | $ 1,512 | ||||
Xtava Allure Hair Dryer | ||||||
Accrued Expenses And Other Current Liabilities [Line Items] | ||||||
Number of Product sold | HairDryer | 170,000 | |||||
Recall costs | $ 1,600 | 100 | ||||
Legal matter yet to settle, remaining number of consumers | Consumer | 1 | |||||
Amount of recall liability eliminated, due to materially completed obligation | $ 1,400 | |||||
Remaining recall liability | $ 100 |
Credit Facility and Term Loan_2
Credit Facility and Term Loans - Schedule of Credit Facility and Term Loans (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Debt Instrument [Line Items] | ||
Total Mid Cap credit facility | $ 21,657 | $ 14,451 |
Less: deferred debt issuance costs | (700) | (400) |
Less-current portion | (3,000) | |
Term loan-non current portion | 10,467 | 13,049 |
Horizon Term Loan | ||
Debt Instrument [Line Items] | ||
Horizon Term loan | 15,000 | 15,000 |
Less: deferred debt issuance costs | (836) | (1,022) |
Less discount associated with issuance of warrants | (697) | (929) |
Total Horizon term loan | 13,467 | 13,049 |
Less-current portion | (3,000) | |
Term loan-non current portion | 10,467 | 13,049 |
Mid Cap Credit Facility | ||
Debt Instrument [Line Items] | ||
Mid Cap Credit facility | 22,953 | 16,455 |
Less: deferred debt issuance costs | (1,268) | (1,960) |
Less discount associated with issuance of warrants | (28) | (44) |
Total Mid Cap credit facility | $ 21,657 | $ 14,451 |
Credit Facility and Term Loan_3
Credit Facility and Term Loans - Additional Information (Details) - USD ($) | Nov. 23, 2018 | Oct. 16, 2017 | Dec. 31, 2019 | Dec. 31, 2018 | Sep. 04, 2018 |
Debt Instrument [Line Items] | |||||
Available balance of credit facility | $ 0 | ||||
Interest expense of credit facilities | 2,500,000 | $ 1,200,000 | |||
Debt issuance costs | 700,000 | 400,000 | |||
Repaying of term loan | 6,776,000 | ||||
Interest expense | 4,532,000 | 2,354,000 | |||
Warrants to purchase shares, exercise price | $ 15.60 | ||||
Outstanding borrowings from lenders | $ 35,100,000 | ||||
Term Loan | |||||
Debt Instrument [Line Items] | |||||
Debt instrument maturity month and year | 2020-10 | ||||
Term Loan | London Interbank Offered Rate (LIBOR) | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, basis spread on variable rate | 9.75% | ||||
Horizon Loan Agreement | |||||
Debt Instrument [Line Items] | |||||
Credit facility maximum borrowing amount | $ 15,000,000 | ||||
Debt instrument maturity month and year | 2023-01 | ||||
Debt issuance costs | $ 1,000,000 | ||||
Warrants to purchase shares, exercise price | $ 15.60 | ||||
Warrants term | 10 years | ||||
Fair value on issuance | $ 900,000 | ||||
Debt discount | $ 900,000 | ||||
Horizon Loan Agreement | Common Stock | |||||
Debt Instrument [Line Items] | |||||
Warrants to purchase shares | 76,923 | ||||
Warrants to purchase shares, exercise price | $ 15.60 | ||||
Horizon Loan Agreement | London Interbank Offered Rate (LIBOR) | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, basis spread on variable rate | 9.90% | ||||
Description of variable rate basis | one-month LIBOR | ||||
Horizon Loan Agreement | London Interbank Offered Rate (LIBOR) | Minimum | |||||
Debt Instrument [Line Items] | |||||
Potential additional interest | 2.50% | ||||
Horizon Term Loan | |||||
Debt Instrument [Line Items] | |||||
Debt issuance costs | $ 300,000 | $ 500,000 | |||
Debt issuance costs | 836,000 | 1,022,000 | |||
Interest expense | 2,000,000 | 0 | |||
Outstanding borrowings from lenders | 15,000,000 | ||||
Mid Cap Prior Term Loan | |||||
Debt Instrument [Line Items] | |||||
Term loan, borrowing | $ 7,000,000 | ||||
Repaying of term loan | 4,900,000 | ||||
Prepayment penalty | 100,000 | ||||
Mid Cap Prior Term Loan | Maximum | |||||
Debt Instrument [Line Items] | |||||
Debt issuance costs | 100,000 | 100,000 | |||
Amortization of debt issuance costs | 200,000 | ||||
Interest expense | $ 800,000 | ||||
Mid Cap Prior Credit Facility | |||||
Debt Instrument [Line Items] | |||||
Credit facility maximum borrowing amount | 15,000,000 | ||||
Mid Cap Credit Facility | |||||
Debt Instrument [Line Items] | |||||
Credit facility maximum borrowing amount | $ 25,000,000 | ||||
Additional increase in borrowing amount | $ 50,000,000 | $ 30,000,000 | |||
Line of credit facility, unused capacity, commitment fee percentage | 0.50% | ||||
Line of credit facility, minimum liquidity financial covenant requirement in cash on hand | $ 5,000,000 | ||||
Debt offset against and expense over the term | 3 years | ||||
Debt issuance costs | $ 1,300,000 | ||||
Unamortized debt issuance costs | 700,000 | ||||
Line of credit, outstanding | 23,000,000 | 16,500,000 | |||
Available balance of credit facility | $ 0 | 1,400,000 | |||
Mid Cap Credit Facility | London Interbank Offered Rate (LIBOR) | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, basis spread on variable rate | 5.75% | ||||
New Credit Facility and Term Loan | |||||
Debt Instrument [Line Items] | |||||
Line of credit facility covenant minimum liquidity requirement in unrestricted cash | $ 5,000,000 |
Credit Facility and Term Loan_4
Credit Facility and Term Loans - Schedule of Long Term Debt (Details) $ in Thousands | Dec. 31, 2019USD ($) |
Total term loan payments | $ 35,100 |
Horizon Term Loan | |
2020 | 3,000 |
2021 | 6,000 |
2022 | 6,000 |
Total term loan payments | $ 15,000 |
Credit Facility and Term Loan_5
Credit Facility and Term Loans - Schedule of Interest Expense, Net (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Debt Disclosure [Abstract] | ||
Interest expense | $ 4,532 | $ 2,354 |
Interest income | (146) | (1) |
Total Interest expense, net | $ 4,386 | $ 2,353 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | Sep. 04, 2019 | Jun. 14, 2019 | Sep. 30, 2018 | Sep. 04, 2018 | Jan. 01, 2017 | Apr. 30, 2018 | Aug. 31, 2017 | Mar. 31, 2017 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2014 |
Stockholders Equity [Line Items] | |||||||||||
Common stock, voting rights | The Company has one class of common shares issued and available. Each share of common stock has the right to one vote per share | ||||||||||
Common shares outstanding | 17,736,649 | 11,534,190 | |||||||||
Conversion of common stock,description | At the date of the merger, 1.1 million common shares were converted into 1.3 million shares of common shares of the Company | ||||||||||
Conversion of common stock | 1,300,000 | ||||||||||
Share issued, value | $ 29,447 | ||||||||||
Warrants issued to purchase common shares | 196,364 | ||||||||||
Common stock warrants exercise price | $ 15.60 | ||||||||||
Issuance of warrants related to debt | $ 929 | ||||||||||
Initial Public Offering | |||||||||||
Stockholders Equity [Line Items] | |||||||||||
Common stock, shares issued | 3,600,000 | ||||||||||
Stock issuance price | $ 10 | ||||||||||
Net proceeds from sale of common stock | $ 29,400 | ||||||||||
Horizon Loan Agreement | |||||||||||
Stockholders Equity [Line Items] | |||||||||||
Warrants issued to purchase common shares | 76,923 | ||||||||||
Common stock warrants exercise price | $ 15.60 | ||||||||||
Issuance of warrants related to debt | $ 900 | ||||||||||
Credit and Security Agreement | |||||||||||
Stockholders Equity [Line Items] | |||||||||||
Warrants issued to purchase common shares | 44,871 | ||||||||||
Common stock warrants exercise price | $ 15.60 | ||||||||||
Warrants expire period | 10 years | ||||||||||
Issuance of warrants related to debt | $ 100 | ||||||||||
Maximum | |||||||||||
Stockholders Equity [Line Items] | |||||||||||
Conversion of common stock | 100,000 | ||||||||||
Series A Preferred Stock | |||||||||||
Stockholders Equity [Line Items] | |||||||||||
Common stock, shares issued | 18,300,000 | ||||||||||
Stock issuance price | $ 1.44 | ||||||||||
Share issued, value | $ 26,300 | ||||||||||
Conversion of preferred stock into common stock | 5,700,000 | ||||||||||
Series B Preferred Stock | |||||||||||
Stockholders Equity [Line Items] | |||||||||||
Common stock, shares issued | 2,900,000 | ||||||||||
Stock issuance price | $ 2.98 | ||||||||||
Share issued, value | $ 8,400 | ||||||||||
Conversion of preferred stock into common stock | 900,000 | ||||||||||
Series B-1 Preferred Stock | |||||||||||
Stockholders Equity [Line Items] | |||||||||||
Common stock, shares issued | 2,100,000 | ||||||||||
Stock issuance price | $ 5.03 | ||||||||||
Share issued, value | $ 10,600 | ||||||||||
Conversion of preferred stock into common stock | 700,000 | ||||||||||
Series C Preferred Stock | |||||||||||
Stockholders Equity [Line Items] | |||||||||||
Common stock, shares issued | 1,900,000 | 5,992,750 | |||||||||
Stock issuance price | $ 4 | ||||||||||
Share issued, value | $ 6,400 | ||||||||||
Conversion of preferred stock into common stock | 1,500,000 | ||||||||||
Preferred stock additional shares authorized | 15,000,000 | ||||||||||
Preferred stock additional shares authorized, value | $ 40,000 | ||||||||||
Stock issuance price | $ 4 | ||||||||||
Share issued, value net of transaction expenses | $ 21,000 | ||||||||||
Number of preferred shares converted into common stock | 500,000 | ||||||||||
Merger Agreement | |||||||||||
Stockholders Equity [Line Items] | |||||||||||
Description common stock conversion | 1 to 0.3131 | ||||||||||
Merger Agreement | Series C | |||||||||||
Stockholders Equity [Line Items] | |||||||||||
Description common stock conversion | one to 0.2564 | ||||||||||
Common shares outstanding | 900,000 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Options outstanding to purchase common stock | 1,862,569 | 1,867,747 |
Options exercisable period | 10 years | |
Weighted-average grant date fair value of options granted | $ 5.67 | |
Total unrecognized compensation expense related to unvested options | $ 12,000 | |
Total unrecognized compensation expense related to unvested options, expects to recognize over estimated weighted average period | 1 year 9 months 25 days | |
Share based compensation expense | $ 34,681 | $ 619 |
Share-based Compensation Award, Tranche One | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Options vesting period | 4 years | |
Share-based Compensation Award, Tranche One | Vesting on First Anniversary | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Options vesting percentage | 25.00% | |
Share-based Compensation Award, Tranche One | Vesting Over Succeeding 36 Months | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Options vesting period | 36 months | |
Options vesting percentage | 75.00% | |
Share-based Compensation Award, Tranche Two | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Options vesting period | 3 years | |
Share-based Compensation Award, Tranche Two | Vesting on First Anniversary | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Options vesting percentage | 33.33% | |
Share-based Compensation Award, Tranche Two | Vesting Over Succeeding 24 Months | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Options vesting period | 24 months | |
Options vesting percentage | 66.66% | |
Restricted Stock | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Restricted stock awards outstanding to purchase common stock | 2,601,972 | |
Total unrecognized compensation expense related to unvested options, expects to recognize over estimated weighted average period | 1 year 2 months 23 days | |
Share based compensation expense | $ 28,400 | |
Weighted Average Grant-Date Fair Value, Granted | $ 18.52 | |
Total unrecognized compensation expense related to unvested restricted shares | $ 19,400 | |
Shares, Granted | 2,719,633 | |
Mohawk 2014 Plan | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Options outstanding to purchase common stock | 365,420 | |
Shares reserved for future issuance | 3,978 | |
Mohawk 2018 Plan | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Shares reserved for future issuance | 35,040 | |
Mohawk 2018 Plan | Restricted Stock | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Restricted stock awards outstanding to purchase common stock | 175,957 | |
Shares, Granted | 149,957 | |
Mohawk 2018 Plan | Stock Options | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Options outstanding to purchase common stock | 1,497,149 | |
2019 Equity Plan | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Shares reserved for future issuance | 0 | |
2019 Equity Plan | Restricted Stock | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Aggregate shares of restricted stock outstanding | 2,426,015 |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Stock Options Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Options Outstanding, Number of Options, Shares | ||
Options Outstanding, Number of Options, Shares, Beginning Balance | 1,867,747 | |
Options Outstanding, Number of Options, Granted, Shares | 195,975 | |
Options Outstanding, Number of Options, Exercised, Shares | (487) | |
Options Outstanding, Number of Options, Cancelled, Shares | (200,666) | |
Options Outstanding, Number of Options, Shares, Ending Balance | 1,862,569 | 1,867,747 |
Options Outstanding, Number of Options Exercisable, Shares, as of December 31, 2019 | 777,147 | |
Options Outstanding, Number of Options, Vested and expected to vest, Shares as of December 31, 2019 | 1,862,569 | |
Options Outstanding, Weighted Average Exercise Price | ||
Options Outstanding, Weighted Average Exercise Price, Beginning Balance | $ 9.01 | |
Options Outstanding, Weighted Average Exercise Price, Granted | 9.49 | |
Options Outstanding, Weighted Average Exercise Price, Exercised | 4.14 | |
Options Outstanding, Weighted Average Exercise Price, Cancelled | 8.90 | |
Options Outstanding, Weighted Average Exercise Price, Ending Balance | 9.09 | $ 9.01 |
Options Outstanding, Weighted Average Exercise Price, Exercisable as of December 31, 2019 | 8.69 | |
Options Outstanding, Weighted Average Exercise Price, Vested and expected to vest as of December 31, 2019 | $ 9.09 | |
Options Outstanding, Weighted Average Remaining Contractual Life (Years) | 8 years 7 months 20 days | 9 years 7 months 20 days |
Options Outstanding, Weighted Average Remaining Contractual Life (Years), Exercisable as of December 31, 2019 | 8 years 2 months 15 days | |
Options Outstanding, Weighted Average Remaining Contractual Life (Years), Vested and expected to vest as of December 31, 2019 | 8 years 7 months 20 days | |
Options Outstanding, Aggregate Intrinsic Value | $ 99,289 | $ 19,573,295 |
Options Outstanding, Aggregate Intrinsic Value, Exercised | 1,630 | |
Options Outstanding, Aggregate Intrinsic Value, Exercisable as of December 31, 2019 | 93,775 | |
Options Outstanding, Aggregate Intrinsic Value, Vested and expected to vest as of December 31, 2019 | $ 99,289 |
Stock-Based Compensation - Su_2
Stock-Based Compensation - Summary of Weighted Average Assumptions Used in Black-Scholes Option-Pricing Model to Determine Grant Fair Value (Details) | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ||
Weighted-Average, Expected term (in years) | 5 years 9 months 7 days | 5 years 8 months 23 days |
Weighted-Average, Volatility | 66.72% | 55.06% |
Weighted-Average, Risk-free interest rate | 1.76% | 2.59% |
Weighted-Average, Dividend Yield | 0.00% | 0.00% |
Stock-Based Compensation - Su_3
Stock-Based Compensation - Summary of Restricted Stock Activity (Details) - Restricted Stock | 12 Months Ended |
Dec. 31, 2019$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Shares, Granted | shares | 2,719,633 |
Shares, Vested | shares | 0 |
Shares, Forfeited | shares | (117,661) |
Shares, Nonvested at December 31, 2019 | shares | 2,601,972 |
Weighted Average Grant-Date Fair Value, Nonvested at December 31, 2018 | $ / shares | $ 0 |
Weighted Average Grant-Date Fair Value, Granted | $ / shares | 18.52 |
Weighted Average Grant-Date Fair Value, Forfeited | $ / shares | 19.50 |
Weighted Average Grant-Date Fair Value, Nonvested at December 31, 2019 | $ / shares | $ 18.21 |
Stock-Based Compensation - Su_4
Stock-Based Compensation - Summary of Total Stock-based Compensation Expense by Function (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share based compensation expense | $ 34,681 | $ 619 |
Sales and Distribution Expenses | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share based compensation expense | 7,358 | 69 |
Research and Development Expense | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share based compensation expense | 5,711 | 25 |
General and Administrative Expense | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share based compensation expense | $ 21,612 | $ 525 |
Commitment and Contingencies -
Commitment and Contingencies - Additional Information (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Commitments And Contingencies Disclosure [Abstract] | ||
Rental expense | $ 700 | $ 700 |
Inventory purchased | 19,400 | 10,200 |
Sales tax payable current | $ 507 | $ 707 |
Commitment and Contingencies _2
Commitment and Contingencies - Schedule of Future Minimum Lease Payments Under These Operating Leases (Details) $ in Thousands | Dec. 31, 2019USD ($) |
Commitments And Contingencies Disclosure [Abstract] | |
2020 | $ 244 |
2021 | 54 |
2022 | 0 |
2023 | 0 |
2024 | 0 |
Thereafter | 0 |
Total minimum lease payments | $ 298 |
Income Taxes - Schedule of Prov
Income Taxes - Schedule of Provision for Income Tax Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | ||
Domestic | $ (58,718) | $ (31,609) |
International | (42) | (159) |
LOSS BEFORE INCOME TAXES | $ (58,760) | $ (31,768) |
Income Taxes - Schedule of Comp
Income Taxes - Schedule of Components of Income Tax Provision (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Current: | ||
Federal | $ 0 | $ 0 |
State | 21 | 3 |
Foreign | 8 | 52 |
Total current | 29 | 55 |
Deferred: | ||
Federal | 0 | 0 |
State | 0 | 0 |
Foreign | 0 | 0 |
Total deferred | 0 | 0 |
Income tax provision | $ 29 | $ 55 |
Income Taxes - Schedule of Fede
Income Taxes - Schedule of Federal Statutory Income Tax Rate Reconciliation (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |||
Income tax benefit at statutory rates | $ (12,339) | $ (6,666) | |
Permanent differences | 325 | 70 | |
Foreign rate differential | (4) | 14 | |
State income taxes, net of federal tax benefit | (2,034) | (1,081) | |
Effect of tax rate change | $ 4,000 | ||
Other | 45 | 441 | |
Valuation allowance | 14,036 | 7,277 | |
Income tax provision | $ 29 | $ 55 |
Income Taxes - Components of De
Income Taxes - Components of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Deferred tax assets: | ||
Sales returns reserve | $ 112 | $ 79 |
Allowance for doubtful accounts | 9 | |
Net operating loss carryforwards | 20,286 | 14,204 |
Stock options | 8,409 | 180 |
Deferred revenue | 6 | 12 |
Fixed assets | 13 | 21 |
Goodwill | (12) | |
Interest expense limitation | 1,109 | 574 |
Other | (729) | 97 |
Less: valuation allowances | (29,203) | (15,167) |
Deferred tax liabilities: | ||
Foreign currency exchange gain/loss | 0 | 0 |
Net deferred tax assets (liabilities) | $ 0 | $ 0 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) $ in Millions | Dec. 22, 2017 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Income Taxes Disclosure [Line Items] | ||||
Operating loss carry forwards | $ 82.9 | |||
Operating loss carry forwards expiration year | 2034 | |||
Description of ownership limitations | The Company’s use of its NOL carryforwards is limited under Section 382 of the Internal Revenue Code of 1986, as amended (the “Code”), as it has had a change in ownership of more than 50% of its capital stock over a three-year period as measured under Section 382 of the Code. These complex changes of ownership rules generally focus on ownership changes involving shareholders owning directly or indirectly 5% or more of its stock, including certain public “groups” of shareholders as set forth under Section 382 of the Code, including those arising from new stock issuances and other equity transactions. Some of these NOL carryforwards will expire if they are not used within certain periods. | |||
Federal statutory income tax rate | 35.00% | 21.00% | 21.00% | |
Impact of federal tax rate change | $ 4 | |||
State and Local Jurisdiction | ||||
Income Taxes Disclosure [Line Items] | ||||
Operating loss carry forwards | $ 46.4 | |||
State and Local Jurisdiction | Earliest Tax Year 2025 | ||||
Income Taxes Disclosure [Line Items] | ||||
Operating loss carry forwards expiration year | 2025 | |||
State and Local Jurisdiction | Latest Tax Year 2035 | ||||
Income Taxes Disclosure [Line Items] | ||||
Operating loss carry forwards expiration year | 2035 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Details) - USD ($) $ in Millions | Nov. 01, 2018 | Dec. 31, 2018 |
Mommy Guru | ||
Related Party Transaction [Line Items] | ||
Marketing fee paid | $ 2.4 | |
Mommy Guru | Chief Marketing Officer | ||
Related Party Transaction [Line Items] | ||
Marketing fee paid | 1.9 | |
Compensation expense | $ 0.1 | |
Voting Agreement | ||
Related Party Transaction [Line Items] | ||
Percentage of voting power of capital stock outstanding | 19.90% |
Net Loss Per Share - Schedule o
Net Loss Per Share - Schedule of Basic and Diluted Net Loss per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Earnings Per Share [Abstract] | ||
Net loss | $ (58,789) | $ (31,823) |
Weighted-average number of shares used in computing net loss per share, basic and diluted | 13,516,844 | 10,160,879 |
Net loss per share, basic and diluted | $ (4.35) | $ (3.13) |
2019 Acquisition - Additional I
2019 Acquisition - Additional Information (Details) - Aussie Health Assets $ in Millions | Sep. 10, 2019USD ($) |
Business Acquisition [Line Items] | |
Total consideration | $ 1.3 |
Total consideration paid by cash | 1.1 |
Working capital paid, related to inventory purchased within sixty days of closing | $ 0.1 |
Maximum period after closing date to pay working capital related to inventory purchased | 60 days |
Promissory Note | |
Business Acquisition [Line Items] | |
Total consideration paid by promissory note | $ 0.2 |
Accrued interest rate per annum | 8.00% |
Maturity date | Jun. 10, 2020 |
2019 Acquisition - Preliminary
2019 Acquisition - Preliminary Allocation of Purchase Price to Assets Acquired and Liabilities Assumed Based on Estimated Fair Values at Acquisition Date (Details) - Aussie Health Assets $ in Thousands | Sep. 10, 2019USD ($) |
Business Acquisition [Line Items] | |
Inventory | $ 297 |
Goodwill | 745 |
Intangible assets | 333 |
Net assets acquired | $ 1,375 |
2019 Acquisition - Amounts Assi
2019 Acquisition - Amounts Assigned to Goodwill and Major Intangibles Asset Classifications (Details) - Aussie Health Assets $ in Thousands | Sep. 10, 2019USD ($) |
Business Acquisition [Line Items] | |
Goodwill | $ 745 |
Intangible assets | 333 |
Total | 1,078 |
Trademarks | |
Business Acquisition [Line Items] | |
Intangible assets | $ 310 |
Useful life (in years) | 5 years |
Transition Services Agreement | |
Business Acquisition [Line Items] | |
Intangible assets | $ 11 |
Transition Services Agreement | Maximum | |
Business Acquisition [Line Items] | |
Useful life (in years) | 1 year |
Non-Competition Agreement | |
Business Acquisition [Line Items] | |
Intangible assets | $ 12 |
Useful life (in years) | 3 years |
2019 Acquisition - Unaudited Pr
2019 Acquisition - Unaudited Pro Forma Information (Details) - USD ($) $ in Thousands | 12 Months Ended | 39 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | Mar. 31, 2018 | |
Business Acquisition [Line Items] | |||
Net revenue as reported | $ 114,451 | $ 73,279 | $ 6,200 |
Net revenue pro forma | 116,210 | 75,098 | |
Operating losses | (54,333) | (29,429) | |
Operating loss pro forma | (54,023) | (29,097) | |
Aussie Health Assets | |||
Business Acquisition [Line Items] | |||
Net revenue as reported | 1,759 | 1,819 | |
Operating losses | $ 310 | $ 332 |
Subsequent Event - Additional I
Subsequent Event - Additional Information (Details) - Subsequent Event | Mar. 30, 2020 |
Subsequent Event [Line Items] | |
Percentage of inventory manufacturing capacity reached | 90.00% |
Percentage of inventory expected to manufacture | 30.00% |
Schedule II - Valuation and Qua
Schedule II - Valuation and Qualifying Accounts and Reserves (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Allowance for doubtful accounts | ||
SEC Schedule, 12-09, Valuation and Qualifying Accounts Disclosure [Line Items] | ||
Balance at Beginning of Period | $ 465 | |
Charged to Costs & Expenses | $ 35 | 0 |
Charged to Other Accounts | 0 | 0 |
Accounts Written Off or Deductions | 0 | 465 |
Balance at End of Period | 35 | |
Deferred tax valuation allowance | ||
SEC Schedule, 12-09, Valuation and Qualifying Accounts Disclosure [Line Items] | ||
Balance at Beginning of Period | 15,167 | 7,890 |
Charged to Costs & Expenses | 0 | 0 |
Charged to Other Accounts | 14,036 | 7,277 |
Accounts Written Off or Deductions | 0 | 0 |
Balance at End of Period | $ 29,203 | $ 15,167 |