Document and Entity Information
Document and Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2020 | Mar. 18, 2021 | Jun. 30, 2020 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2020 | ||
Document Fiscal Year Focus | 2020 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | ICON | ||
Entity Registrant Name | ICONIX BRAND GROUP, INC. | ||
Entity Central Index Key | 0000857737 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Shell Company | false | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | false | ||
Entity File Number | 001-10593 | ||
Entity Tax Identification Number | 11-2481903 | ||
Entity Address, Address Line One | 1450 Broadway | ||
Entity Address, City or Town | New York | ||
Entity Address, State or Province | NY | ||
Entity Address, Postal Zip Code | 10018 | ||
City Area Code | 212 | ||
Local Phone Number | 730-0030 | ||
Entity Interactive Data Current | Yes | ||
Title of 12(b) Security | Common Stock, $.001 Par Value | ||
Security Exchange Name | NASDAQ | ||
Entity Incorporation, State or Country Code | DE | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Documents Incorporated by Reference | Portions of the registrant’s definitive Proxy Statement relating to the registrant’s 2021 Annual Meeting of Stockholders, to be filed with the U.S. Securities and Exchange Commission within 120 days following the end of the registrant’s fiscal year, are incorporated by reference in Part III of this annual report on Form 10-K as indicated herein. | ||
Entity Common Stock, Shares Outstanding | 14,440,446 | ||
Entity Public Float | $ 10.5 | ||
ICFR Auditor Attestation Flag | false |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Current Assets: | ||
Cash and cash equivalents (includes VIE assets of $7,332 and $8,397, respectively) | $ 49,797 | $ 55,465 |
Restricted cash | 9,380 | 15,946 |
Accounts receivable, net (includes VIE assets of $3,237 and $8,673, respectively) | 24,736 | 31,368 |
Contract asset (includes VIE assets of $689 and $548, respectively) | 13,842 | 9,448 |
Other assets – current (includes VIE assets of $806 and $6,444, respectively) | 2,276 | 21,440 |
Total Current Assets | 100,031 | 133,667 |
Property and equipment: | ||
Furniture, fixtures and equipment | 20,672 | 20,087 |
Less: Accumulated depreciation | (18,703) | (17,545) |
Property, Plant and Equipment, Net, Total | 1,969 | 2,542 |
Other Assets: | ||
Other assets | 5,796 | 6,780 |
Contract asset (includes VIE assets of $2,692 and $1,593, respectively) | 11,415 | 11,807 |
Right-of-use asset | 4,894 | 6,254 |
Trademarks and other intangibles, net (includes VIE assets of $114,263 and $117,744, respectively) | 246,786 | 274,084 |
Investments and joint ventures | 15,746 | 44,827 |
Goodwill | 26,099 | 26,099 |
Other Assets, Total | 310,736 | 369,851 |
Total Assets | 412,736 | 506,060 |
Current Liabilities: | ||
Accounts payable and accrued expenses (includes VIE liabilities of $1,685 and $5,243, respectively) | 29,847 | 49,512 |
Deferred revenue (includes VIE liabilities of $1,085 and $422, respectively) | 5,093 | 4,701 |
Current portion of long-term debt | 28,433 | 61,976 |
Other liabilities – current | 3,864 | 13,775 |
Total Current Liabilities | 67,237 | 129,964 |
Deferred income tax liability | 5,196 | 4,464 |
Long-term debt, less current maturities (includes $50,868 and $47,277, respectively, at fair value) | 535,968 | 583,745 |
Other liabilities (includes VIE liabilities of $1,604 and $0, respectively) | 28,603 | 7,794 |
Total Liabilities | 637,004 | 725,967 |
Redeemable Non-Controlling Interest | 24,321 | 33,069 |
Commitments and contingencies | ||
Stockholders’ Deficit: | ||
Common stock, $.001 par value shares authorized 260,000; shares issued 16,650 and 15,138, respectively | 16 | 15 |
Additional paid-in capital | 1,047,504 | 1,045,307 |
Accumulated losses | (435,562) | (427,126) |
Accumulated other comprehensive loss | (42,625) | (54,643) |
Less: Treasury stock – 3,490 and 3,421 shares at cost, respectively | (844,526) | (844,442) |
Total Iconix Brand Group, Inc. Stockholders’ Deficit | (275,193) | (280,889) |
Non-Controlling Interest | 26,604 | 27,913 |
Total Stockholders’ Deficit | (248,589) | (252,976) |
Total Liabilities, Redeemable Non-Controlling Interest and Stockholders’ Deficit | $ 412,736 | $ 506,060 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Cash and cash equivalents, VIE assets | $ 49,797 | $ 55,465 |
Accounts receivable, net, VIE assets | 24,736 | 31,368 |
Contract assets, current, VIE assets | 13,842 | 9,448 |
Other assets – current, VIE assets | 2,276 | 21,440 |
Contract assets, long term, VIE assets | 11,415 | 11,807 |
Trademarks and other intangibles, net, VIE assets | 246,786 | 274,084 |
Accounts payable and accrued expenses, VIE liabilities | 29,847 | 49,512 |
Deferred revenue, VIE liabilities | 5,093 | 4,701 |
Long-term debt, fair value | 50,868 | 47,277 |
Other liabilities, VIE liabilities | $ 28,603 | $ 7,794 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 260,000,000 | 260,000,000 |
Common stock, shares issued | 16,650,000 | 15,138,000 |
Treasury stock, shares | 3,490,000 | 3,421,000 |
Variable Interest Entity, Primary Beneficiary | ||
Cash and cash equivalents, VIE assets | $ 7,332 | $ 8,397 |
Accounts receivable, net, VIE assets | 3,237 | 8,673 |
Contract assets, current, VIE assets | 689 | 548 |
Other assets – current, VIE assets | 806 | 6,444 |
Contract assets, long term, VIE assets | 2,692 | 1,593 |
Trademarks and other intangibles, net, VIE assets | 114,263 | 117,744 |
Accounts payable and accrued expenses, VIE liabilities | 1,685 | 5,243 |
Deferred revenue, VIE liabilities | 1,085 | 422 |
Other liabilities, VIE liabilities | $ 1,604 | $ 0 |
Consolidated Statement of Opera
Consolidated Statement of Operations - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Income Statement [Abstract] | ||
Licensing revenue | $ 108,576 | $ 148,984 |
Type of Revenue [Extensible List] | us-gaap:LicenseMember | us-gaap:LicenseMember |
Selling, general and administrative expenses | $ 59,398 | $ 84,748 |
Depreciation and amortization | 1,196 | 1,816 |
Equity (earnings) loss on joint ventures | 1,364 | (14) |
Gain on sale of investment | (1,600) | |
Gain on sale of trademarks | (74,105) | |
Asset impairment | 62 | 1,766 |
Investment impairment | 19,607 | 26,613 |
Trademark impairment | 35,053 | 65,587 |
Operating income (loss) | 67,601 | (31,532) |
Other expenses (income): | ||
Interest expense | 67,694 | 56,921 |
Interest income | (52) | (360) |
Other loss, net | 3,570 | 5,291 |
Foreign currency translation loss | 1,570 | 858 |
Other expenses – net | 72,782 | 62,710 |
Loss before income taxes | (5,181) | (94,242) |
(Benefit) Provision for income taxes | (2,205) | 5,683 |
Net loss | (2,976) | (99,925) |
Less: Net income attributable to non-controlling interest | 4,360 | 9,597 |
Net loss attributable to Iconix Brand Group, Inc. | $ (7,336) | $ (109,522) |
Loss per share: | ||
Basic | $ (0.60) | $ (10.37) |
Diluted | $ (0.60) | $ (10.37) |
Weighted average number of common shares outstanding: | ||
Basic | 12,334 | 10,559 |
Diluted | 12,334 | 10,559 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Statement Of Income And Comprehensive Income [Abstract] | ||
Net loss | $ (2,976) | $ (99,925) |
Other comprehensive income (loss): | ||
Foreign currency translation income (loss) | 12,018 | (1,575) |
Total other comprehensive income (loss) | 12,018 | (1,575) |
Comprehensive income (loss) | 9,042 | (101,500) |
Less: comprehensive income attributable to non-controlling interest | 4,360 | 9,597 |
Comprehensive income (loss) attributable to Iconix Brand Group, Inc. | $ 4,682 | $ (111,097) |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Deficit - USD ($) shares in Thousands, $ in Thousands | Total | 5.75% Convertible Notes | Common Stock | Common Stock5.75% Convertible Notes | Additional Paid-in Capital | Additional Paid-in Capital5.75% Convertible Notes | Accumulated Deficit | AOCI Attributable to Parent | Treasury Stock | Noncontrolling Interest |
Beginning Balance at Dec. 31, 2018 | $ (145,735) | $ 11 | $ 1,037,372 | $ (312,796) | $ (53,068) | $ (844,253) | $ 26,999 | |||
Beginning Balance (in shares) at Dec. 31, 2018 | 11,162 | |||||||||
Shares issued on vesting of restricted stock (in shares) | 249 | |||||||||
Equity compensation expense | 971 | 971 | ||||||||
Shares issued on conversion of 5.75% Convertible Notes | 6,225 | $ 6,229 | $ 4 | $ 6,225 | ||||||
Shares issued on conversion of 5.75% Convertible Notes (in shares) | 3,727 | |||||||||
Re-purchase of Umbro China Equity | (1,265) | (770) | (495) | |||||||
Shares repurchased on vesting of restricted stock | (189) | (189) | ||||||||
Reclass from redeemable NCI | (856) | (856) | ||||||||
Change in redemption value of redeemable non-controlling interest holders | 1,586 | 1,586 | ||||||||
Net (loss) income | (100,047) | (109,522) | 9,475 | |||||||
Foreign currency translation | (1,652) | (77) | (1,575) | |||||||
Distributions to joint venture partners | (12,018) | (4,808) | (7,210) | |||||||
Ending Balance at Dec. 31, 2019 | (252,976) | $ 15 | 1,045,307 | (427,126) | (54,643) | (844,442) | 27,913 | |||
Ending Balance (in shares) at Dec. 31, 2019 | 15,138 | |||||||||
Shares issued on vesting of restricted stock (in shares) | 196 | |||||||||
Shares issued on payment of interest of 5.75% Convertible Notes | 1,423 | $ 1 | 1,422 | |||||||
Shares issued on payment of interest of 5.75% Convertible Notes (in shares) | 1,316 | |||||||||
Equity compensation expense | 804 | 804 | ||||||||
Shares repurchased on vesting of restricted stock | (84) | (84) | ||||||||
Change in redemption value of redeemable non-controlling interest holders | (29) | (29) | ||||||||
Net (loss) income | (2,980) | (7,336) | 4,356 | |||||||
Foreign currency translation | 12,018 | 12,018 | ||||||||
Distributions to joint venture partners | (6,765) | (1,100) | (5,665) | |||||||
Ending Balance at Dec. 31, 2020 | $ (248,589) | $ 16 | $ 1,047,504 | $ (435,562) | $ (42,625) | $ (844,526) | $ 26,604 | |||
Ending Balance (in shares) at Dec. 31, 2020 | 16,650 |
Consolidated Statements of St_2
Consolidated Statements of Stockholders' Deficit (Parenthetical) | Dec. 31, 2020 | Dec. 31, 2019 |
Percentage of conversion of convertible notes | 5.75% | |
5.75% Convertible Notes | ||
Percentage of conversion of convertible notes | 5.75% | 5.75% |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Cash flows from operating activities: | ||
Net loss | $ (2,976) | $ (99,925) |
Adjustments to reconcile net loss to net cash provided by operating activities: | ||
Depreciation and amortization | 1,196 | 1,816 |
Amortization of deferred financing costs and debt discount | 9,794 | 12,463 |
Interest expense on 5.75% Convertible Notes paid in shares | 1,423 | |
Stock-based compensation expense | 804 | 971 |
Provision for doubtful accounts | 1,685 | (1,107) |
Periodic lease cost | 2,243 | 2,124 |
(Earnings) loss on equity investments in joint ventures | 1,364 | (14) |
Distributions from equity investments | 3,928 | 2,681 |
Contract asset impairment | 4,467 | 5,143 |
Asset impairment | 62 | 1,766 |
Trademark impairment | 35,053 | 65,587 |
Impairment of equity method investment | 19,607 | 26,613 |
Mark to market adjustment on convertible note | 3,590 | 3,861 |
Loss (gain) on debt to equity conversions | 1,310 | |
Gain on sale of trademarks and other investments | (75,705) | (141) |
Income on other equity investment | 294 | |
Deferred income tax expense | 731 | (80) |
(Gain) Loss on foreign currency translation | 1,570 | 858 |
Changes in operating assets and liabilities: | ||
Accounts receivable | 4,020 | 6,927 |
Other assets – current | 4,788 | 12,173 |
Other assets | (937) | (1,882) |
Deferred revenue | (104) | 29 |
Accounts payable and accrued expenses | (14,902) | (8,836) |
Other liabilities | 18,722 | (2,319) |
Net Cash provided by operating activities | 20,423 | 30,312 |
Cash flows provided by (used in) investing activities: | ||
Purchases of property and equipment | (602) | (626) |
Acquisition of trademarks and other investments | (2,358) | (6,001) |
Issuance of loan to equity investee | (2,750) | |
Proceeds from loan to equity investee | 2,750 | |
Proceeds from sale of trademarks and investments | 80,101 | 18,695 |
Net cash provided by investing activities | 77,141 | 12,068 |
Cash flows (used in) financing activities: | ||
Payment of long-term debt | (96,012) | (41,171) |
Proceeds from Paycheck Protection Program Loan | 1,307 | |
Distributions to non-controlling interests | (6,765) | (12,018) |
Distributions to redeemable non-controlling interests | (8,785) | (461) |
Cost of shares repurchased on vesting of restricted stock | (84) | (189) |
Net cash (used in) financing activities | (110,339) | (53,839) |
Effect of exchange rate changes on cash and restricted cash | 541 | 235 |
Net increase (decrease) in cash and cash equivalents, and restricted cash | (12,234) | (11,224) |
Cash, cash equivalents, and restricted cash, beginning of period | 71,411 | 82,635 |
Cash, cash equivalents, and restricted cash, end of period | 59,177 | 71,411 |
Cash paid during the period: | ||
Income taxes (net of refunds received) | (1,615) | (8,704) |
Interest | 35,217 | 45,066 |
Non-cash investing and financing activities: | ||
Non-cash additions to operating lease assets | $ 288 | 10,462 |
Non-cash repurchase of China JV equity | 1,265 | |
Shares issued upon conversion of debt to equity | $ 6,225 |
Consolidated Statements of Ca_2
Consolidated Statements of Cash Flows (Parenthetical) | Dec. 31, 2020 |
Statement Of Cash Flows [Abstract] | |
Percentage of conversion of convertible notes | 5.75% |
The Company
The Company | 12 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
The Company | The Company General Iconix Brand Group is a brand management company and owner of a diversified portfolio of approximately 30 global consumer brands across the Company’s operating segments: women’s, men’s, home and international. The Company’s business strategy is to maximize the value of its brands primarily through strategic licenses and joint venture partnerships around the world, as well as to grow the portfolio of brands through strategic acquisitions. At December 31, 2020, the Company’s brand portfolio includes Candie’s ® ® ® ® ® ® ® ® ® ® ® ® ® ® ® ® ® ® ® ® ® ® ® ® ® ® ® ® ® The Company principally looks to monetize the IP related to its brands throughout the world and in all relevant categories primarily by licensing directly with leading retailers, through consortia of wholesale licensees, through joint ventures in specific territories and through other activity such as corporate sponsorships and content as well as the sale of IP for specific categories or territories. Products bearing the Company’s brands are sold across a variety of distribution channels from the mass tier (e.g. Wal-Mart) to better department stores (e.g., Macy’s). The licensees are generally responsible for designing, manufacturing and distributing the licensed products. The Company supports its brands with advertising and promotional campaigns designed to increase brand awareness. Additionally, the Company provides its licensees with coordinated trend direction to enhance product appeal and help build and maintain brand integrity. Licensees are selected based upon the Company’s belief that such licensees will be able to produce and sell quality products in the categories of their specific expertise and that they are capable of exceeding minimum sales targets and royalties that the Company generally requires for each brand. This licensing strategy is designed to permit the Company to operate its licensing business, leverage its core competencies of marketing and brand management with minimal working capital. The majority of the Company’s licensing agreements include minimum guaranteed royalty revenue, which provides the Company with greater visibility into future cash flows. A key initiative in the Company’s global brand expansion plans has been the formation of international joint ventures. The strategy in forming international joint ventures is to partner with best-in-class, local partners to bring the Company’s brands to market more quickly and efficiently, generating greater short- and long-term value from its IP, than the Company believes is possible if it were to build-out wholly-owned operations ourselves across a multitude of regional or local offices. Since September 2008, the Company has established the following international joint ventures: Iconix China, Iconix Latin America, Iconix Europe, Iconix India, Iconix Canada, Iconix Australia, Iconix Southeast Asia, Iconix Israel, Iconix Middle East, Umbro China, Danskin China, Starter China and Lee Cooper China. Note that the Company now maintains a 100% ownership interest in, Iconix Latin America and Iconix Canada. In 2020, the Company sold all of its equity interests in Starter China and Umbro China, and has entered into an agreement to sell all of its interests in Lee Cooper China which was completed on March 23, 2021. Refer to Note 4 for further details. The Company’s primary goal of maximizing the value of its IP also includes, in certain instances, the sale to third parties of a brand’s trademark in specific territories or categories. As such, the Company evaluates potential offers to acquire some or all of a brand’s IP by comparing whether the offer is more valuable than the Company’s estimate of the current and potential revenue streams to be earned via the Company’s traditional licensing model. Further, as part of the Company’s evaluation process it also considers whether or not the buyer’s future development of the brand may help to expand the brand’s overall recognition and global revenue potential. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 1. Summary of Significant Accounting Policies Principles of Consolidation The consolidated financial statements include the accounts of the Company, its wholly-owned subsidiaries, and, in accordance with U.S. GAAP and accounting for variable interest entities (where the Company is the primary beneficiary) and majority owned subsidiaries, the Company consolidates twelve joint ventures (Hardy Way, Icon Modern Amusement, Alberta ULC, Iconix Europe, Hydraulic IP Holdings, US PONY Holdings, Diamond Icon, Iconix Israel, Iconix Middle East, Danskin China, Lee Cooper China and Iconix Australia; see Note 4 for explanation). All significant intercompany transactions and balances have been eliminated in consolidation. These consolidated financial statements are prepared on a going concern basis that contemplates the realization of cash flows from assets and discharge of liabilities, in each case, in the ordinary course of business consistent with the Company’s prior periods. In accordance with Accounting Standards Codification (“ASC”) 810—Consolidation (“ASC 810”), the Company evaluates the following criteria to determine the accounting for its joint ventures: 1) consideration of whether the joint venture is a variable interest entity which includes reviewing the corporate structure of the joint venture, the voting rights, and the contributions of the Company and the joint venture partner to the joint venture, 2) if the joint venture is a VIE, whether or not the Company is the primary beneficiary, a determination based upon a variety of factors, including: i) the presence of installment payments, which constitutes a de facto agency relationship between the Company and the joint venture partner, and ii) an evaluation of whether the Company or the joint venture partner is more closely associated with the joint venture. If the Company determines that the entity is a variable interest entity and the Company is the primary beneficiary, then the joint venture is consolidated. For those entities that are not considered variable interest entities, or are considered variable interest entities but the Company is not the primary beneficiary, the Company uses the equity method as set forth in ASC 323—Investments (“ASC 323”), to account for those investments and joint ventures which are not required to be consolidated under US GAAP. Refer to Note 4 for further details. Liquidity These consolidated financial statements are prepared on a going concern basis, which contemplates the realization of assets and liquidation of liabilities, in each case, in the ordinary course of business consistent with the Company’s prior periods. The Company has experienced substantial and recurring losses from operations, which losses have caused an accumulated deficit of $435.6 million as of December 31, 2020. Net losses incurred for the years ended December 31, 2020 and December 31, 2019 amounted to approximately $(3.0) million and $(99.9) million respectively. The Company has generated positive cash flows from operations in recent periods and has managed its cost structure, its relationships with licensees and sold non-strategic assets to mitigate the adverse impact of the COVID-19 pandemic on its operating results, liquidity and financial condition. The Company does not expect the occurrence of any payment defaults on its outstanding debt facilities in the next twelve months, and otherwise expects to generate sufficient cash to meet its operating cash flow needs and maintain compliance with the financial covenants set forth in its various debt facilities during such period. Accordingly, the Company believes there is no longer substantial doubt the Company can continue as an ongoing business for the next twelve months. Reverse Stock Split On March 14, 2019, the Company effected a 1-for-10 reverse stock split (the “Reverse Stock Split”) of its common stock. Unless the context otherwise requires, all share and per share amounts in this annual report on Form 10-K have been adjusted to reflect the Reverse Stock Split. Business Combinations, Joint Ventures and Investments The purchase method of accounting requires that the total purchase price of an acquisition be allocated to the assets acquired and liabilities assumed based on their fair values on the date of the business acquisition. The results of operations from the acquired businesses are included in the accompanying consolidated statements of operations from the acquisition date. Any excess of the purchase price over the estimated fair values of the net assets acquired is recorded as goodwill. For further information on the Company’s accounting for joint ventures and investments, refer to Note 4. Use of Estimates The preparation of the consolidated financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and 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. The Company reviews all significant estimates affecting the financial statements on a recurring basis and records the effect of any adjustments when necessary. Cash and Cash Equivalents Cash and cash equivalents consist of actual cash as well as cash equivalents, defined as short-term, highly liquid financial instruments with insignificant interest rate risk that are readily convertible to cash and have maturities of three months or less from the date of purchase. In addition, as of December 31, 2020, approximately $15.0 million, or 25 %, of our total cash (including restricted cash) was held in foreign subsidiaries. The Company has elected to treat its Luxembourg top tier subsidiary (“Luxco”) for US tax purposes. All the foreign operations under Luxco are treated as a branch for US tax purposes and subject to US taxation. As such, the Company will not have any earnings in foreign subsidiaries that are not currently subject to taxation for US purposes. Restricted Cash Restricted cash consists of actual cash deposits held in accounts primarily for debt service, as well as cash equivalents, defined as short-term, highly liquid financial instruments with insignificant interest rate risk that are readily convertible to cash and have maturities of three months or less from the date of purchase, the restrictions on all of which lapse every three months or less. Concentration of Credit Risk Financial instruments which potentially subject the Company to concentration of credit risk consist principally of short-term cash investments and accounts receivable. The Company places its cash in investment-grade, short-term instruments with high quality financial institutions. The Company performs ongoing credit evaluations of its customers’ financial condition and, generally, requires no collateral from its customers. The allowance for non-collection of accounts receivable is based upon the expected collectability of all accounts receivable. One customer accounted for 10 % of the Company’s total revenue for the year ended December 31, 2020 (“FY 2020”) as compared to two customers accounting for 12% and 11% respectively, of the Company’s total revenue for the year ended December 31, 2019 (“FY 2019). Accounts Receivable Accounts receivable are reported at amounts the Company expects to be collected, net of provision for doubtful accounts, based on the Company’s ongoing discussions with its licensees, and its evaluation of each licensee’s payment history and account aging. As of December 31, 2020 and 2019, the Company’s provision for doubtful accounts was $6.5 million and $14.3 million, respectively. One customer accounted for 10% of the Company’s accounts receivable as of December 31, 2020 as compared with one customer accounting for 16% of the Company’s accounts receivable as of December 31, 2019. Derivatives The Company does not use financial instruments for trading or other speculative purposes. From time to time the Company uses derivative financial instruments to hedge the variability of anticipated cash flows of a forecasted transaction (a “cash flow hedge”). The Company had no such derivative instruments in FY 2020 or FY 2019. Restricted Stock Compensation cost for restricted stock is measured using the quoted market price of the Company’s common stock at the date the common stock is granted. For restricted stock where restrictions lapse with the passage of time (“time-based restricted stock”), compensation cost is recognized over the period between the issue date and the date that restrictions lapse. Time-based restricted stock is included in total common shares outstanding upon the lapse of any restrictions. Time-based restricted stock is included in total diluted shares outstanding which is calculated utilizing the treasury stock method. For restricted stock where restrictions are based on performance measures (“performance-based restricted stock”), restrictions lapse when those performance measures have been deemed earned. Performance-based restricted stock is included in total common shares outstanding upon the lapse of any restrictions. Performance-based restricted stock is included in total diluted shares outstanding when the performance measures have been deemed earned but not issued. For restricted stock, which is measured based on market conditions, the Company values the stock utilizing a Monte Carlo simulation factoring key assumptions such as the stock price at the beginning and end of the period, risk free interest rate, expected dividend yield when simulating total shareholder return, expected dividend yield when simulating the Company’s stock price, stock price volatility and correlation coefficients. Restricted stock based on market conditions is included in total common shares outstanding upon the achievement of the performance metrics. Restricted stock based on market conditions is included in total diluted shares outstanding when the performance metrics have been deemed earned but not issued. Treasury Stock Treasury stock is recorded at acquisition cost. Gains and losses on disposition are recorded as increases or decreases to additional paid-in capital with losses in excess of previously recorded gains charged directly to retained earnings. Deferred Financing Costs The Company incurred costs (primarily professional fees and placement agent fees) in connection with borrowings under senior secured notes, the Senior Secured Term Loan and the 2016 Senior Secured Term Loan. These costs have been deferred and are being amortized using the effective interest method over the life of the related debt. Property, Equipment, Depreciation and Amortization Property and equipment are stated at cost less accumulated depreciation and amortization. Depreciation and amortization are determined by the straight-line method over the estimated useful lives of the respective assets ranging from three to seven years. Leasehold improvements are amortized by the straight-line method over the initial term of the related lease or estimated useful life, whichever is less. Operating Leases We determine if an arrangement contains a lease at inception. An arrangement contains a lease if it implicitly or explicitly identifies an asset to be used and conveys the right to control the use of the identified asset in exchange for consideration. As a lessee, we include operating leases in Right-of-use (“ROU”) -assets within non-current assets, Other liabilities – Current, and Other liabilities in our consolidated balance sheet. ROU assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized upon commencement of the lease based on the present value of the lease payments over the lease term. As most of our leases do not provide an implicit interest rate, we generally use our incremental borrowing rate based on the estimated rate of interest for fully amortizing borrowings over a similar term of the lease payments at commencement date to determine the present value of lease payments. Lease expense for lease payments is recognized on a straight-line basis over the lease term. Expenses associated with operating leases are included in “Selling, general and administrative” within our Consolidated Statement of operations. Leases with a lease term of 12 months or less are not capitalized. Long-Lived Assets If circumstances mandate, the Company evaluates the recoverability of its long-lived assets, other than goodwill and other indefinite life intangibles (discussed below), by comparing estimated future undiscounted cash flows with the assets’ carrying value to determine whether a write-down to market value, based on discounted cash flow, is necessary. Assumptions used in our fair value estimates are as follow: (i) discount rates; (ii) royalty rates; (iii) projected average revenue growth rates; and (iv) projected long-term growth rates. The testing also factors in economic conditions and expectations of management and may change in the future based on period-specific facts and circumstances. During FY 2020, the Company recorded an impairment charge of $19.6 million resulted from a decline in the fair value of our Ecko Mark/Ecko joint venture in China and our equity interest in our Candies joint venture in China which was impacted by the effects of COVID-19 in that market. During FY 2019, the Company recorded an impairment charge in the amount of $17.0 million based on the estimated value that was to be realized on the disposition of the Company’s equity interest in Marcy Media Holdings, LLC, and an $9.6 million (inclusive of a $2.6 million of write off of advances made to the entity) impairment to its investment in MG Icon based on the poor performance of MG Icon. Goodwill and Trademarks Goodwill represents the excess of purchase price over the fair value of net assets acquired in business combinations accounted for under the purchase method of accounting. On an annual basis and as needed, the Company tests goodwill and indefinite life trademarks for impairment utilizing discounted cash flow models. Other intangibles with determinable lives, including certain trademarks, license agreements and non-compete agreements, are evaluated for the possibility of impairment when certain indicators are present, and are otherwise amortized on a straight-line basis over the estimated useful lives of the assets (currently ranging from 1 to 15 years). Assumptions used in our fair value estimates are as follow: (i) discount rates; (ii) royalty rates; (iii) projected average revenue growth rates; and (iv) projected long-term growth rates. The testing also factors in economic conditions and expectations of management and may change in the future based on period-specific facts and circumstances. The Company did not record any impairment charges for goodwill for FY 2020 and FY 2019, respectively. In the FY 2020 and FY 2019, the Company recognized non-cash impairment charge for trademarks of $35.1 million and $65.6 million, respectively. Refer to Note 3 for further details. Non-controlling Interests / Redeemable Non-controlling Interests Certain of the Company’s consolidated joint ventures have put options which, if exercised by the Company’s joint venture partner, would require the Company to purchase all or a portion of the joint venture partner’s equity interest in the joint venture. The Company has determined that these put options are not derivatives under the guidelines prescribed in Accounting Standards Codification (“ASC”) 815. As such, and in accordance with ASC 480-10-S99, as the potential exercise of the put options is outside the control of the Company, the Company has recorded the portion of the non-controlling interest’s equity that may be put to the Company in mezzanine equity in the Company’s consolidated balance sheets as “redeemable non-controlling interest”. The initial value of the redeemable non-controlling interest represents the fair value of the put option at inception. This amount recorded at inception is accreted, over a period determined by when the put option becomes exercisable, to what the Company would be obligated to pay to the non-controlling interest holder if the put option was exercised. This accretion is recorded as a credit to redeemable non-controlling interest and a debit to retained earnings resulting in an impact to the consolidated balance sheet only. For each reporting period, the Company revisits the estimates used to determine the redemption value of the put option when it becomes exercisable and may adjust the remaining put option value and associated accretion accordingly through redeemable non-controlling interest and retained earnings, as necessary. The terms of each of the outstanding put options are included in the individual discussions of each joint venture, as applicable. For the Company’s consolidated joint ventures that do not have put options, the non-controlling interest is recorded within equity on the Company’s consolidated balance sheet. Revenue Recognition The Company enters into various license agreements that provide revenues based on minimum royalties and advertising/ marketing fees and additional revenues based on a percentage of defined sales. Minimum royalty and advertising/ marketing revenue is recognized on a straight-line basis over the full contract term. Minimum royalties that escalate on an annual basis over the contract term are recognized on a straight-line basis over the full contract term. Royalties exceeding the defined minimum amounts in a specific contract year (sales-based royalties), as defined in each license agreement, are recognized only in the subsequent periods to when the minimum guarantee for the contract year has been achieved and when the later of the following events occur: (i) the subsequent sale occurs, or (ii) the performance obligation to which some or all of the sales-based royalty has been allocated has been satisfied (or partially satisfied). Foreign Currency The Company’s consolidated joint ventures’ functional currency is U.S. dollars. The functional currencies of the Company’s international subsidiaries are the local currencies of the countries in which the subsidiaries are located. Foreign currency denominated assets and liabilities are translated into U.S. dollars using the exchange rates in effect at the consolidated balance sheet date. Results of operations and cash flows are translated using the average exchange rates throughout the period. The effect of exchange rate fluctuations on translation of assets and liabilities is included as a component of shareholders’ equity in accumulated other comprehensive income (loss). Taxes on Income The Company uses the asset and liability approach of accounting for income taxes and provides deferred income taxes for temporary differences that will result in taxable or deductible amounts in future years based on the reporting of certain costs in different periods for financial statement and income tax purposes. Valuation allowances are recorded when uncertainty regarding their realizability exists. Earnings (Loss) Per Share Basic earnings (loss) per share includes no dilution and is computed by dividing net income (loss) available to common stockholders by the weighted average number of common shares outstanding for the period. Diluted earnings per share reflect, in periods in which they have a dilutive effect, the effect of common shares issuable upon exercise of stock options, vesting of restricted stock, and potential conversion of our convertible debt. The difference between reported basic and diluted weighted-average common shares results from the assumption that all dilutive stock options, convertible debt and restricted stock outstanding were exercised into common stock. We may be required to calculate basic earnings (loss) per share using the two-class method as a result of the Company’s redeemable non-controlling interests. To the extent that the redemption value increases and exceeds the then-current fair value of a redeemable non-controlling interest, net (loss) income attributable to Iconix Brand Group, Inc. (used to calculate earnings (loss) per share) could be negatively impacted by that increase, subject to certain limitations. The partial or full recovery of any reductions to net (loss) attributable to Iconix Brand Group, Inc. (used to calculate earnings (loss) per share) is limited to any cumulative prior-period reductions. Refer to Note 10 for further details. Advertising Campaign Costs Advertising costs such as print and online media are expensed when the advertisement first occurs. Advertising expenses for FY 2020 and FY 2019 amounted to $5.5 million, and $13.7 million, respectively. The Company also incurs co-operative advertising costs that represent reimbursements to certain licensees for shared marketing expenses related to the sale of its products. In accordance with ASC 606, these reimbursements are recorded as a reduction to licensing revenue. Comprehensive Income (Loss) Comprehensive income (loss) includes certain gains and losses that, under U.S. GAAP, are excluded from net income (loss) as such amounts are recorded directly as an adjustment to stockholders’ equity. The Company’s comprehensive income (loss) is primarily comprised of net income (loss), and foreign currency translation. New Accounting Standards In June 2016, the FASB issued ASU No. 2016-13 – Financial Instruments – Credit Losses: Measurement of Credit Losses on Financial Instruments (Topic 326). ASU 2016-13 amends the impairment model to utilize an expected loss methodology in place of the currently used incurred loss methodology, which will result in more timely recognition of losses. The new standard applies to financial assets measured at amortized cost basis, including receivables that result from revenue transactions and held-to-maturity debt securities. This ASU is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2022. Management is currently evaluating the impact of this ASU on its consolidated financial statements. In February 2017, the FASB issued ASU No. 2017-04, “Intangibles – Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment”, which simplifies the subsequent measurement of goodwill by eliminating Step 2 from the goodwill impairment test and eliminated the requirements for any reporting unit with a zero or negative carrying amount to perform a qualitative assessment. The ASU is effective for public business entities for annual or any interim goodwill impairment tests in fiscal years beginning after December 15, 2019. This ASU should be applied prospectively. Early adoption is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. . Correction of Immaterial Errors During the fourth quarter of FY 2020, the Company determined certain income tax transactions as well as previously identified expense and equity transactions were incorrectly recorded by the Company in the fourth quarter of FY2019 in the Company’s consolidated financial statements and have been corrected in the consolidated financial statements included in this Form 10-K. Management evaluated the materiality of these errors from a quantitative and qualitative perspective and concluded that the adjustments related to these transactions individually and in aggregate were not material to any of the Company’s previously issued financial statements and disclosures. However, the cumulative impact of these out-of-period adjustments were material to the financial statements for the three and twelve months ended December 31, 2020. Accordingly, no amendments to previously filed reports are deemed necessary. A summary of the effects of these revisions for FY 2019 and 2020 quarterly financial statements are presented below. The information in the tables below represent the statement of operations and balance sheet line items affected by the revisions. There was no impact to net cash provided by operating activities in in any period. The financial information included in the accompanying financial statements and notes thereto reflect the effects of the corrections and other adjustments described in the preceding discussion and following tables. Revised Consolidated Statement of Operations (in thousands, except earnings per share data) For the Twelve Months Ended December 31, 2019 As Reported Adjustments As Revised Selling, general and administrative expenses $ 83,996 $ 752 $ 84,748 Operating Income (loss) (30,780 ) (752 ) (31,532 ) Interest expense 57,264 (343 ) 56,921 Loss before income taxes (93,833 ) (409 ) (94,242 ) Provision for income taxes 8,083 (2,400 ) 5,683 Net loss (101,916 ) 1,991 (99,925 ) Net loss per share - basic and diluted $ (10.56 ) $ 0.19 $ (10.37 ) Revised Consolidated Balance Sheets (in thousands) December 31, 2019 As Reported Adjustments As Revised Accounts payable and accrued expenses $ 51,503 $ (1,991 ) $ 49,512 Total current liabilities 131,955 (1,991 ) 129,964 Redeemable Non-Controlling Interest 34,461 (1,392 ) 33,069 Accumulated deficit (429,117 ) 1,991 (427,126 ) Non-Controlling Interest 26,521 1,392 27,913 Total Stockholders' Deficit (256,359 ) 3,383 (252,976 ) Revised Consolidated Statement of Operations (in thousands, except earnings per share data) For the Three Months Ended March 31, 2020 As Reported Adjustments As Revised Interest expense $ 16,713 $ 343 $ 17,056 Net loss (20,658 ) (343 ) (21,001 ) Net loss per share - basic and diluted $ (1.86 ) $ (0.03 ) $ (1.89 ) Revised Consolidated Statement of Operations (in thousands, except earnings per share data) For the Three Months Ended June 30, 2020 As Reported Adjustments As Revised Selling, general and administrative expenses $ 14,978 $ (216 ) $ 14,762 Operating Income (loss) 3,549 216 3,765 Net loss (15,680 ) 216 (15,464 ) Net loss per share - basic and diluted $ (1.46 ) $ 0.02 $ (1.44 ) Revised Consolidated Statement of Operations (in thousands, except earnings per share data) For the Six Months Ended June 30, 2020 As Reported Adjustments As Revised Selling, general and administrative expenses $ 32,128 $ (216 ) $ 31,912 Operating Income (loss) (1,303 ) 216 (1,087 ) Interest expense 33,760 343 34,103 Net loss (36,339 ) (127 ) (36,466 ) Net loss per share - basic and diluted $ (3.32 ) $ (0.01 ) $ (3.33 ) Revised Consolidated Statement of Operations (in thousands, except earnings per share data) For the Nine Months Ended September 30, 2020 As Reported Adjustments As Revised Selling, general and administrative expenses $ 42,043 $ (216 ) $ 41,827 Operating Income (loss) 65,047 216 65,263 Interest expense 52,249 343 52,592 Net Income (loss) 10,363 (127 ) 10,236 Earnings (loss) per share - basic $ 0.55 $ (0.01 ) $ 0.54 Earnings (loss) per share - diluted $ 0.37 $ — $ 0.37 Reclassifications During the current year certain reclassifications, which were immaterial, have been made to conform prior year data to the current presentation. During FY 2019, the Company also made a reclassification between redeemable noncontrolling interest and noncontrolling interest. |
Revenue Recognition
Revenue Recognition | 12 Months Ended |
Dec. 31, 2020 | |
Revenue From Contract With Customer [Abstract] | |
Revenue Recognition | 2. Revenue Recognition Licensing Revenue The Company licenses its brands across a broad range of product categories, including fashion apparel, footwear, accessories, sportswear, home furnishings and décor, and beauty and fragrance. The Company seeks licensees with the ability to produce and sell quality products in their licensed categories and to meet and exceed minimum sales and royalty payment thresholds. The Company maintains direct-to-retail and traditional wholesale licenses. Typically, in a direct-to-retail license, the Company grants exclusive rights to one of its brands to a national retailer for a broad range of product categories. Direct-to-retail licenses provide retailers with proprietary rights to national brands at favorable economics. In a traditional wholesale license, the Company grants the right to a specific brand to a single or small group of related product categories to a wholesale supplier, who is permitted to sell licensed products to multiple retailers within an approved distribution channel. The Company’s license agreements typically require the licensee to pay the Company royalties based upon net sales with guaranteed minimum royalties. The Company’s licenses also typically require the licensees to pay to the Company certain minimum amounts for the advertising and marketing of the respective licensed brands. Licensing revenue is comprised of revenue related to the Company’s entry into various trade name license agreements that provide revenues based on minimum royalties and advertising/marketing fees and additional revenues based on a percentage of defined sales. Minimum royalty amounts are recognized as revenue on a straight-line basis over the full contract term. Minimum royalties that escalate on an annual basis over the contract term are recognized on a straight-line basis over the full contract term. Royalties exceeding the defined minimum amounts in a specific contract year (sales-based royalties), as defined in each license agreement, are recognized only in the subsequent periods to when the minimum guarantee for the contract year has been achieved and when the later of the following events occur: (i) the subsequent sale occurs, or (ii) the performance obligation to which some or all of the sales-based royalty has been allocated has been satisfied (or partially satisfied). Within the Company’s International segment, the Umbro business purchases of certain products and samples for resale to certain licensees. The Company generally does this as an accommodation to its licensees to consolidate ordering from the manufacturers. The revenue associated with such activity is included in licensing revenue and was approximately $0.9 million for FY 2020 and the associated cost of goods sold is included in selling general and administrative expenses and was approximately $0.8 million. There was approximately $0.9 million and $0.9 million, respectively, of such sales and corresponding cost of goods sold in FY 2019. Revenue for these sales are recognized upon the transfer of control of the promised product to the customer or licensee in an amount that reflects the consideration that we expect to receive in exchange for these products. The following table presents our revenues disaggregated by license type: For the Year Ended December 31, 2020 2019 Licensing revenue by license type: Direct-to-retail license $ 31,066 $ 42,818 Wholesale licenses 76,470 105,059 Other licenses (1) 1,040 1,107 $ 108,576 $ 148,984 (1) Included in Other licenses for FY 2020 is $0.9 million of revenue associated with the Umbro business purchases discussed above as compared to $0.9 million for FY 2019. The following table represents our revenues disaggregated by geography: For the Year Ended December 31, 2020 2019 Total licensing revenue by geographic region: United States $ 65,000 $ 88,444 Other (1) 43,576 60,540 $ 108,576 $ 148,984 (1) No single country represented 10% of the Company’s revenues in the periods presented. Remaining Performance Obligation We enter into long-term license agreements with our licensees across all operating segments. Revenues are recognized on a straight-line basis consistent with the nature, timing and extent of our services, which primarily relate to the ongoing brand management and maintenance of the intellectual property. As of January 1, 2021, the Company and its joint ventures had a contractual right to receive approximately $380.9 million of aggregate minimum licensing revenue through the balance of their current licenses, excluding any renewals. Pursuant to these agreements, the Company expects to recognized revenue as follows: $63.4 million, $61.7 million, $58.2 million, $46.9 million, $39.5 million and $111.2 million for FY 2021, FY 2022, FY 2023, FY 2024, FY 2025 and thereafter, respectively. Contract Balances Timing of revenue recognition may differ from the timing of invoicing to licensees. We record a receivable when amounts are contractually due or when revenue is recognized prior to invoicing. Deferred revenue is recorded when amounts are contractually due prior to satisfying the performance obligations of the contracts. For multi-year license agreements, as the performance obligation is providing the licensee with the right of access to the Company’s intellectual property for the contractual term, the Company uses a time-lapse measure of progress and straight lines the guaranteed minimum royalties over the contract term. Contract Asset We record contract assets when revenue is recognized in advance of cash payment being due from our licensees. Contract assets due within one year of the most recent balance sheet date are recorded within Other assets – current and long-term contract assets are recorded within Other assets on the Company’s consolidated balance sheet. As of December 31, 2020 and December 31, 2019, our contract assets – current and long-term contract assets were $13.8 million and $11.4 million, and $9.4 million and $11.8 million respectively. For the years ended December 31, 2020 and December 31, 2019, the Company incurred an impairment loss of its contract assets of $4.5 million and $5.1 million, respectively, as a result of impairments or certain contract modifications. Deferred Revenue We record deferred revenue when cash payment is received or due in advance of our performance, including amounts which are refundable. Advanced royalty payments are recognized ratably over the period indicated by the terms of the license and are reflected in the Company’s consolidated balance sheet in deferred revenue at the time the payment is received. The decrease in deferred revenues for FY 2020 is inclusive of $4.1 million of revenues recognized that were included in the deferred revenue balance at the beginning of the period offset by cash payments received or due in advance of satisfying our performance obligations. |
Goodwill and Trademarks and Oth
Goodwill and Trademarks and Other Intangibles, net | 12 Months Ended |
Dec. 31, 2020 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill and Trademarks and Other Intangibles, net | 3. Goodwill and Trademarks and Other Intangibles, net Goodwill Goodwill by reportable operating segment and in total, and changes in the carrying amounts, as of the dates indicated are as follows: Women's Men's Home International Consolidated Net goodwill at January 1, 2019 — — — $ 26,099 $ 26,099 Impairment — — — — — Net goodwill at December 31, 2019 — — — 26,099 26,099 Impairment — — — — — Net goodwill at December 31, 2020 $ — $ — $ — $ 26,099 $ 26,099 The Company identifies its operating segments according to how business activities are managed and evaluated. The Company has four distinct reportable operating segments: men’s, women’s, home, and international. These operating segments represent individual reporting units for purposes of evaluating goodwill for impairment. The fair value of the reporting unit is determined using discounted cash flow analysis and estimates of sales proceeds with consideration of market participant data. As a corroborative source of information, the Company evaluates the estimated aggregate fair values of its reporting units to within a reasonable range of its market capitalization, which includes an assumed control premium (an adjustment reflecting an estimated fair value on a control basis) to verify the reasonableness of the fair value of its reporting units. The control premium is estimated based upon control premiums observed in comparable market transactions. As none of the Company’s reporting units are publicly traded, individual reporting unit fair value determinations do not directly correlate to the Company’s stock price. The Company monitors changes in the share price to ensure that the market capitalization continues to exceed or is not significantly below the carrying value of our total net assets. In the event that our market capitalization is below the book value of the Company’s aggregate fair value of its reporting units, we consider the length and severity of the decline and the reason for the decline when evaluating whether potential goodwill impairment exists. Additionally, if a reporting unit does not appear to be achieving the projected growth plan used in determining its fair value, we will reevaluate the reporting unit for potential goodwill impairment based on revised projections, as deemed appropriate. The annual evaluation of goodwill is typically performed as of October 1, the beginning of the Company’s fourth fiscal quarter. Utilizing the Income Approach, the Company performed a goodwill impairment test and an intangible asset impairment test using a discounted cash flow analysis to evaluate whether the carrying value of each of its segments exceeded its fair value. During the fourth quarter of FY 2020 and FY 2019, the Company evaluated its goodwill for potential impairment. Based upon the results a quantitative goodwill impairment test in accordance with ASC 350, the Company noted that the fair value of the international segment exceeded the carrying value, therefore no impairment was recorded. Trademarks and Other Intangibles, net Trademarks and other intangibles, net consist of the following: December 31, 2020 December 31, 2019 Estimated Lives in Years Gross Carrying Amount Accumulated Amortization Gross Carrying Amount Accumulated Amortization Indefinite-lived trademarks Indefinite $ 246,786 $ — $ 274,080 $ — Definite-lived trademarks 10-15 8,958 8,958 8,958 8,958 Licensing contracts 1-9 978 978 978 974 $ 256,722 $ 9,936 $ 284,016 $ 9,932 Trademarks and other intangibles, net $ 246,786 $ 274,084 The trademarks of Candie’s, Bongo, Joe Boxer, Rampage, Mudd, London Fog, Mossimo, Ocean Pacific, Danskin, Rocawear, Cannon, Royal Velvet, Fieldcrest, Charisma, Starter, Waverly, Ecko, Zoo York, Ed Hardy, Umbro, Modern Amusement, Buffalo, Lee Cooper, Hydraulic, and Pony have been determined to have an indefinite useful life and accordingly, consistent with ASC Topic 350, no amortization has been recorded in the Company’s consolidated statements of operations. Instead, each of these intangible assets are tested for impairment annually and as needed on an individual brand and territorial basis as separate single units of accounting, with any related impairment charge recorded to the statement of operations at the time of determining such impairment. The annual evaluation of the Company’s indefinite-lived trademarks is typically performed as of October 1, the beginning of the Company’s fourth fiscal quarter, or as deemed necessary due to the identification of a triggering event. As it relates to the Company’s impairment testing of goodwill and intangible assets, assumptions and inputs used in our fair value estimates include the following: (i) discount rates; (ii) royalty rates; (iii) projected average revenue growth rates; and (iv) projected long-term growth rates. Additionally, for those instances where core licenses have not been or will not be renewed and replacement licenses have not yet been identified, the Company’s estimate of fair value may incorporate a probability weighted average of projected cash flows based on several scenarios (e.g., DTR license, wholesale license, or direct-to-consumer model). Key inputs to these scenarios, which were selected based on the perspective of a market participant and include estimated future retail and wholesale sales and related royalties, are assessed a probability of occurrence to compensate for the uncertainty of success and timing of completion. The Company will continue to reassess these probabilities and inputs, as well as economic conditions and expectations of management, and may record additional impairment charges as these estimates are updated, all of which are subject to change in the future based on period-specific facts and circumstances. In accordance with ASC 350, the Company reassessed the fair values of its indefinite-lived trademarks considering the impact of the COVID-19 pandemic on current and future cash flows during FY 2020. The Company recorded impairment charges for the Candies, Pony, Hydraulic, Joe Boxer, Cannon, Waverly, Fieldcrest, Royal Velvet, Rampage, Mudd, OP, Ecko, Zoo York and Umbro indefinite-lived trademarks, resulting in a total non-cash impairment charge of $35.1 million for FY 2020, which is comprised of $19.6 million in the women’s segment, $5.2 million in the men’s segment, $5.2 million in the home segment, and $5.1 million in the international segment to reduce various trademarks in those segments to fair value. The Company recorded impairment charges for indefinite-lived intangible assets consisting of trademarks in FY 2019 based on a decline in the net sales as well as a decline in future guaranteed minimum royalties from license agreements for certain brands. As a result, the Company recorded a total non-cash asset impairment charge of $65.6 million which is comprised of $35.3 million in the women’s segment, $0.8 million in the men’s segment, $17.8 million in the home segment, and $11.7 million in the international segment to reduce various trademarks in those segments to fair value. Impairments primarily related to declines in Joe Boxer, Mudd, OP, Mossimo, Bongo, Rampage, Umbro, Fieldcrest and Royal Velvet brands. The Company measured its indefinite-lived intangible assets for impairment in accordance with ASC-820-10-55-3F which states, “The income approach converts future amounts (for example cash flows) in income and expenses in a single current (that is, discounted) amount. When the income approach is used, fair value measurement reflects current market expectations about those future amounts. The Income Approach is based on the present value of future earnings expected to be generated by a business or asset. Income projections for a future period are discounted at a rate commensurate with the degree of risk associated with future proceeds. A residual or terminal value is also added to the present value of the income to quantify the value of the business beyond the projection period.” Changes in estimates and assumptions used to determine whether impairment exists or changes in actual results compared to expected results could result in additional impairment charges in future periods. There were no impairment charges to the Company’s definite-lived trademarks during FY 2020 or FY 2019. During FY 2020, the Company completed the Amortization expense for intangible assets for FY 2020 and FY 2019 was less than $0.1 million and $0.1 million, respectively. The Company projects amortization expenses to be none in FY 2021 through FY 2025. |
Consolidated Entities, Joint Ve
Consolidated Entities, Joint Ventures and Investments | 12 Months Ended |
Dec. 31, 2020 | |
Investments In And Advances To Affiliates Schedule Of Investments [Abstract] | |
Consolidated Entities Joint Ventures and Investments | 4. Consolidated Entities, Joint Ventures and Investments Consolidated Entities The following entities and joint ventures are consolidated with the Company: PONY In February 2015, the Company, through its then newly-formed subsidiary, US Pony Holdings, LLC, (“Pony Holdings”) acquired the North American rights to the PONY brand. These rights include the rights in the US obtained from Pony, Inc. and Pony International, LLC, and the rights in Mexico and Canada obtained from Super Jumbo Holdings Limited. The purchase price paid by the Company was $37.0 million. Pony Holdings was owned 75% by the Company and 25% by its partner Anthony L&S Athletics, LLC (“ALS”). ALS contributed to Pony Holdings its perpetual license agreement in respect of the U.S. and Canadian territories for a 25% interest in Pony Holdings. In February 2021, the Company acquired the remaining 25% interest in Pony Holdings for $2.0 million. Accounting Standards Codification (“ASC”) 810 - “Consolidations” (“ASC 810”) affirms that consolidation is appropriate when one entity has a controlling financial interest in another entity. The Company owns a 75% membership interest in Pony Holdings compared to the minority owner’s 25% membership interest. Further, the Company believes that the voting and veto rights of the minority shareholder are merely protective in nature and do not provide them with substantive participating rights in Pony Holdings. As such, Pony Holdings is subject to consolidation with the Company, which is reflected in the consolidated financial statements. Iconix Middle East Joint Venture In December 2014, the Company formed Iconix MENA (“Iconix Middle East”) a wholly owned subsidiary of the Company and contributed to it substantially all rights to its wholly-owned and controlled brands in the United Arab Emirates, Qatar, Kuwait, Bahrain, Saudi Arabia, Oman, Jordan, Egypt, Pakistan, Uganda, Yemen, Iraq, Azerbaijan, Kyrgyzstan, Uzbekistan, Lebanon, Tunisia, Libya, Algeria, Morocco, Cameroon, Gabon, Mauritania, Ivory Coast, Nigeria and Senegal (the “Middle East Territory”). Shortly thereafter, Global Brands Group Asia Limited (“GBG”), purchased a 50% interest in Iconix Middle East for approximately $18.8 million. GBG paid $6.3 million in cash upon the closing of the transaction and committed to pay an additional $12.5 million over the 24-month period following closing. This obligation was fully paid in FY 2017. As of December 31, 2020, the redeemable non-controlling interest of Iconix MENA was $13.1 million, which was recorded on the Company’s consolidated balance sheet as mezzanine equity. Pursuant to the joint venture agreement entered into in connection with the formation of Iconix Middle East, each of GBG and the Company holds specified put and call rights, respectively, relating to GBG’s ownership interest in the joint venture. Five-Year and Eight-Year Put/Call Options: At any time during the six-month period commencing July Agreed Value—Five-Year Put/Call: (i) Percentage of Iconix Middle East owned by GBG, multiplied by (ii) 5.5, multiplied by (iii) aggregate royalty generated by Iconix Middle East for the year ending December 31, 2019; provided, however, that such Agreed Value cannot be less than $12.0 million. Agreed Value—Eight-Year Put/Call: (i) Percentage of Iconix Middle East owned by GBG, multiplied by (ii) 5.5, multiplied by (iii) aggregate royalty generated by Iconix Middle East for the year ending December 31, 2022; provided, however, that the Agreed Value cannot be less than $12.0 million. The Company serves as Iconix Middle East’s administrative manager, responsible for arranging for or providing back-offices services, including legal maintenance of trademarks (e.g. renewal of trademark registrations) for the brands in respect of Iconix Middle East Territory. Further Iconix Middle East has access to general brand marketing materials prepared and owned by the Company to refit for use by the joint venture in marketing brands in the Middle East Territory. GBG serves as Iconix Middle East’s local manager, responsible for providing market experience in respect of the applicable territory, managing the joint venture on a day-to-day basis (other than back-office services), identifying potential licensees and assisting the Company in enforcement of license agreements in respect of the applicable territory. The Company receives a monthly fee in connection with the performance of its services as administrative manager in an amount equal to 5% of Iconix Middle East’s gross revenue collected in the prior month (other than in respect of the Umbro and Lee Cooper brands). GBG receives a monthly fee in connection with the performance of its services as local manager in an amount equal to 15% of Iconix Middle East’s gross revenue collected in the prior month (other than in respect of the Umbro and Lee Cooper brands). In addition, following the closing of GBG’s purchase of 50% of Iconix Middle East, GBG received from the Company $3.1 million for expenses related to its diligence and market analysis in the Iconix Middle East Territory, which reduced the cash received by the Company in relation to this transaction as of December 31, 2014. In December 2016, the Company irrevocably exercised its call right to acquire an additional 5% equity interest in Iconix Middle East from GBG for total cash consideration of $1.8 million. After taking into effect this transaction and as of December 31, 2016, the Company’s ownership interest in Iconix Middle East effectively increased to 55%. Such acquisition closed in February 2017. In addition to the increase in ownership interest, the joint venture agreement gives the Company the sole discretion and power to direct the activities of the Iconix Middle East joint venture that most significantly impact the joint venture’s economic performance. As a result of this transaction, the Company continues to consolidate this joint venture in its consolidated financial statements in accordance with ASC 810. The Company determined, in accordance with ASC 810, based on the corporate structure, voting rights and contributions of the Company and GBG, that Iconix Middle East is a variable interest entity (VIE) and, as the Company has been determined to be the primary beneficiary, is subject to consolidation. The Company has consolidated this joint venture within its consolidated financial statements since inception. The liabilities of the VIE are not material and none of the VIE assets are encumbered by any obligation of the VIE or other entity. Iconix Israel Joint Venture In November 2013, the Company formed Iconix Israel. LLC (“Iconix Israel”), a wholly-owned subsidiary of the Company, and contributed substantially all rights to its wholly-owned and controlled brands in the State of Israel and the geographical regions of the West Bank and the Gaza Strip (together, the “Israel Territory”) through an agreement with Iconix Israel. Shortly thereafter, M.G.S. Sports Trading Limited (“MGS”) purchased a 50% interest in Iconix Israel for approximately $3.3 million. In December 2016, the Company amended the Iconix Israel joint venture agreement to obtain the sole discretion and power to direct the activities of the Iconix Israel joint venture that most significantly impact its economic performance which requires the Company to continue to consolidate this joint venture in its consolidated financial statements in accordance with ASC 810. The Company serves as Iconix Israel’s administrative manager, responsible for arranging for or providing back-offices services, including legal maintenance of trademarks (e.g., renewal of trademark registrations) for the brands in respect of the Israel Territory. Further, Iconix Israel has access to general brand marketing materials, prepared and owned by the Company to refit for use by the joint venture in the Israel Territory. MGS serves as Iconix Israel’s local manager, responsible for providing market experience in respect of the applicable territory, managing the joint venture on a day-to-day basis (other than back-office services), identifying potential licensees and assisting the Company in enforcement of license agreements in respect of the applicable territory. Each of the Company and MGS is reimbursed for all out-of-pocket costs incurred in performing its respective services. The Company determined, in accordance with ASC 810, based on the corporate structure, voting rights and contributions of the Company and MGS, that Iconix Israel is a VIE and, as the Company has been determined to be the primary beneficiary, is subject to consolidation. The Company has consolidated this joint venture within its consolidated financial statements since inception. The liabilities of the VIE are not material and none of the VIE assets are encumbered by any obligation of the VIE or other entity. Iconix Europe In December 2009, the Company contributed substantially all rights to its brands in the European Territory (defined as all member states and candidate states of the European Union and certain other European countries) to Iconix Europe LLC, a then newly formed wholly-owned subsidiary of the Company (“Iconix Europe”). Also, in December 2009 and shortly after the formation of Iconix Europe, an investment group led by The Licensing Company and Albion Equity Partners LLC purchased a 50% interest in Iconix Europe through Brand Investments Vehicles Group 3 Limited (“BIV”), to assist the Company in developing, exploiting, marketing and licensing the Company’s brands in the European Territory. In consideration for its 50% interest in Iconix Europe, BIV paid $4.0 million. At inception and prior to the January 2014 transaction described below, the Company determined, in accordance with ASC 810, based on the corporate structure, voting rights and contributions of the Company and BIV, that Iconix Europe is not a VIE and was not subject to consolidation. The Company had recorded its investment under the equity method of accounting. In January 2014, the Company consented to the purchase of BIV’s 50% ownership interest in Iconix Europe by GBG. In exchange for this consent, the Company recorded a $1.5 million receivable due from GBG. As a result of this transaction, the Company recorded revenue of $1.5 million, which is included in licensing revenue in the Company’s consolidated statement of operations for FY 2014. In addition, the Company acquired an additional 1% equity interest in Iconix Europe from GBG, and amended the operating agreement (herein referred to as the “IE Operating Agreement”) thereby increasing its ownership in Iconix Europe to a controlling 51% interest and reducing its preferred profit distribution from Iconix Europe to $3.0 million after which all profits and losses are recognized 51/49 in accordance with each principal’s membership interest percentage. ASC Topic 810 affirms that consolidation is appropriate when one entity has a controlling financial interest in another entity. As a result of this transaction, the Company owns a 51% membership interest in Iconix Europe compared to the minority owner’s 49% membership interest. Further, the Company believes that the voting and veto rights of the minority shareholder are merely protective in nature and do not provide the minority shareholder with substantive participating rights in Iconix Europe. As such, Iconix Europe is subject to consolidation with the Company, which is reflected in the consolidated financial statements as of December 31, 2016. Pursuant to the IE Operating Agreement, for a period following the fifth anniversary of the January 2014 transaction and again following the eighth anniversary of the January 2014 transaction, the Company has a call option to purchase, and GBG has a put option to initiate the Company’s purchase of GBG’s 49% equity interests in Iconix Europe for a calculated amount as described below. Five-Year and Eight-Year Put/Call Options: At any time during the six-month period commencing July 1, 2022, GBG may deliver a put notice to the Company, and the Company may deliver a call notice to GBG, in each case, for the Company’s purchase of all equity in the joint venture held by GBG. In the event of the exercise of such put or call rights, the purchase price for GBG’s equity in Iconix Europe is an amount equal to (x) the Agreed Value (in the event of GBG’s put) or (y) 120% of Agreed Value (in the event of an Iconix call). The purchase price is payable in cash. Agreed Value-Five-Year Put/Call: (i) (x) percentage of Iconix Europe owned by GBG, multiplied by (y) 5.5, multiplied by (z) the greater of aggregate royalty generated by Iconix Europe for the year ended December 31, 2013 and the year ended December 31, 2018; plus (ii) percentage of Iconix Europe owned by GBG multiplied by the aggregate amount of cash in Iconix Europe which is available for distribution to the members. Agreed Value-Eight-Year Put/Call: (i) (x) percentage of Iconix Europe owned by GBG, multiplied by (y) 5.5, multiplied by (z) the greater of aggregate royalty generated by Iconix Europe for the year ended December 31, 2013 and the year ended December 31, 2021; plus (ii) percentage of Iconix Europe owned by GBG multiplied by the aggregate amount of cash in Iconix Europe which is available for distribution to the members. As a result of the January 2014 transaction, the Company records this redeemable non-controlling interest as mezzanine equity on the Company’s consolidated balance sheet. As of December 31, 2020, the redeemable non-controlling interest for Iconix Europe was $8.2 million, which was recorded on the Company’s consolidated balance sheet as mezzanine equity. Hydraulic IP Holdings, LLC In December 2014, the Company formed a joint venture with Top On International Group Limited (“Top On”). The name of the joint venture is Hydraulic IP Holdings, LLC (“Hydraulic IPH”), a Delaware limited liability company. The Company paid $6.0 million, which was funded entirely from cash on hand, in exchange for a 51% controlling ownership of Hydraulic IPH. Top On owns the remaining 49% interest in Hydraulic IPH. Hydraulic IPH owns the IP rights, licenses and other assets relating principally to the Hydraulic brand. Concurrently, Hydraulic IPH and iBrands International, LLC (“iBrands”) entered into a license agreement pursuant to which Hydraulic IPH licensed the Hydraulic brand to iBrands as licensee in certain categories and geographies. Additionally, the Company and Top On entered into a limited liability company agreement with respect to their ownership of Hydraulic IPH. As of December 31, 2020, the Company maintains a 15% ownership interest in iBrands. In FY 2018, the Company recorded a full impairment of its investment in iBrands of $2.5 million. In April 2018, pursuant to a condition in a letter agreement entered into simultaneously with the Company’s acquisition of a 51% equity interest in Hydraulic IPH in December 2014, the Company acquired the remaining 49% ownership interest from its joint venture partner for no cash consideration as a result of an affiliate of the joint venture partner not making its minimum guaranteed royalty payment obligations to the Company in accordance with the respective license agreement. This transaction resulted in the Company effectively increasing its ownership interest in Hydraulic to 100%. The Company will retain 100% ownership interest in Hydraulic unless the affiliate of such joint venture partner satisfies its outstanding payment obligations by making all payments of the minimum guaranteed royalties to the Company under the terminated license agreement. Buffalo Brand Joint Venture In February 2013, Iconix CA Holdings, LLC (“ICA Holdings”), a Delaware limited liability company and a wholly-owned subsidiary of the Company, formed a joint venture with Buffalo International ULC (“BII”). The name of the joint venture is 1724982 Alberta ULC (“Alberta ULC”), an Alberta, Canada unlimited liability company. The Company, through ICA Holdings, paid $76.5 million, which was funded entirely from cash on hand, in exchange for a 51% controlling ownership of Alberta ULC which consists of a combination of equity and a promissory note. BII owns the remaining 49% interest in Alberta ULC. Alberta ULC owns the IP rights, licenses and other assets relating principally to the Buffalo David Bitton brand (the “Buffalo brand”). The Buffalo brand trademarks have been determined by management to have an indefinite useful life and accordingly, consistent with ASC Topic 350, no amortization is being recorded in the Company’s consolidated statement of operations. The goodwill and trademarks are subject to a test for impairment on an annual basis. The Company has consolidated this joint venture within its consolidated financial statements since inception. Icon Modern Amusement In December 2012, the Company entered into an interest purchase and management agreement with Dirty Bird Productions, Inc., a California corporation, in which the Company effectively purchased a 51% controlling interest in the Modern Amusement trademarks and related assets for $5.0 million, which was funded entirely from cash on hand. To acquire its 51% controlling interest in the trademark, the Company formed a new joint venture company, Icon Modern Amusement LLC (“Icon MA”), a Delaware limited liability company. Hardy Way In May 2009, the Company acquired a 50% interest in Hardy Way, the owner of the Ed Hardy brands and trademarks, for $17.0 million, comprised of $9.0 million in cash and 58,868 shares of the Company’s common stock valued at $8.0 million as of the closing. In addition, the sellers of the 50% interest received an additional $1.0 million in shares of the Company’s common stock pursuant to an earn-out based on royalties received by Hardy Way for 2009. On April 26, 2011, Hardy Way acquired substantially all of the licensing rights to the Ed Hardy brands and trademarks from its licensee, Nervous Tattoo, Inc. (“NT”) pursuant to an asset purchase agreement by and among Hardy Way, NT and Audigier Brand Management Group, LLC (“ABMG”). Immediately prior to the closing of the transactions contemplated by the asset purchase agreement, the Company contributed $62.0 million to Hardy Way, thereby increasing the Company’s ownership interests in Hardy Way from 50% to 85% of the outstanding membership interests. Umbro China In July 2016, the Company executed an agreement with MH Umbro International Co. Limited (MHMC) to sell up to an aggregate 50% interest in a newly registered company in Hong Kong, which holds the Umbro intellectual property in respect of the Greater China territory, for total cash consideration of $25.0 million. The acquisition of such equity is expected to occur over a four-year period. As stipulated in the agreement, on each anniversary subsequent to the close of the transaction, MHMC will pay a portion of the total cash consideration to the Company in return for a percentage of the total potential 50% equity interest. In July 2016, the Company received $2.5 million in cash from MHMC for a 5% interest in Umbro China. In accordance with ASC 810, the Company has recorded noncontrolling interest of $1.8 million for the sale of 5% interest in Umbro China to MHMC and the corresponding gain associated with the sale of this interest is recorded in additional paid in capital on the Company’s consolidated balance sheet. Pursuant to the Shareholder Agreement entered into in connection with the formation of Umbro China, each of MHMC and the Company holds specified call rights to purchase its partners’ ownership interest in the joint venture as described below. In July 2019, pursuant to the operating agreement, the Company reacquired the remaining 5% ownership interest in Umbro China from MHMC, its joint venture partner for approximately $1.3 million which resulted in the Company owning 100% of Umbro China. As described above, the Company completed the sale of Umbro China in July 2020. As a result of this transaction, the Company recognized a gain of $59.6 million, which has been recorded within Operating Income in the Company’s condensed consolidated statement of operations during FY 2020. Danskin China In October 2016, the Company entered into an agreement with Li-Ning (China) Sports Goods Co., Ltd. (“LiNing”) to sell up to a 50% interest (and no less than a 30% interest) in its wholly-owned indirect subsidiary, Danskin China Limited (“Danskin China”), a new Hong Kong registered company, which holds the Danskin trademarks and related assets in respect of mainland China and Macau. As a result of disruptions caused in the People’s Republic of China, the Company has agreed to extend the date of LiNing’s purchase of the equity interest in Danskin China until June 30, 2020 (the “First Closing”) for cash consideration of $5.4 million. The aggregate cash consideration paid by Li Ning for its ownership of Danskin China may, based on the percentage interest in Danskin China that Li Ning elects to purchase on each anniversary of the First Closing, increase to up to $8.6 million. On June 30, 2020, the Company sold a 10% interest in Danskin China Ltd. to Li Ning Sports (Hong Kong) Company Ltd for $1.6 million. In March of 2021, the Company sold an additional 10% interest in Danskin China Ltd. to Li Ning Sports (Hong Kong) Company Ltd for $1.8 million. Starter China In March 2018, the Company entered into an agreement with Photosynthesis Holdings, Co. Ltd. (“PHL”) to sell up to no less than a 50% interest and up to a total of 60% interest in its wholly-owned indirect subsidiary, Starter China Limited, a newly registered Hong Kong subsidiary of Iconix China (“Starter China”), and which will hold the Starter trademarks and related assets in respect of the Greater China territory. As a result of disruptions caused in the People’s Republic of China, the Company has agreed to extend the date of PHL’s purchase of the initial 50% equity interest in Starter China until June 30, 2020 for cash consideration of $20.0 million. The additional 10% equity interest (for a total equity interest of 60% interest) purchase right of PHL is expected to occur over a three-year period commencing January 16, 2022 for cash consideration equal to the greater of $2.7 million or 2.5 times the royalty received under the respective license agreement in the previous twelve months based on other terms and conditions specified in the share purchase agreement. The Company completed the sale of Starter China in September, 2020. As a result of this transaction, the Company recognized a gain of $14.5 million, which has been recorded within Operating Income in the Company’s condensed consolidated statement of operations during FY 2020. Lee Cooper China In June 2018, the Company entered into an agreement with POS Lee Cooper HK Co. Ltd. (“PLC”) to sell up to no less than a 50% interest in its wholly-owned indirect subsidiary, Lee Cooper China Limited, a newly registered Hong Kong subsidiary of Iconix China (“Lee Cooper China”), and which will hold the Lee Cooper trademarks and related assets in respect of the Greater China territory. On December 2, 2020, the Company entered into a share purchase agreement to sell all of the equity interests of Lee Cooper China Limited (the “Lee Cooper China Sale”), for consideration of $16.0 million. The Lee Cooper China Sale includes the sale of the Lee Cooper brand in the People’s Republic of China, Hong Kong, Taiwan and Macau. The Lee Cooper China Sale was completed on March 23, 2021 . Iconix Australia Joint Venture In September 2013, the Company formed Iconix Australia, LLC (“Iconix Australia”), a Delaware limited liability company and a wholly-owned subsidiary of the Company, and contributed substantially all rights to its wholly-owned and controlled brands in Australia and New Zealand (the “Australia territory”) through an agreement with Iconix Australia. Shortly thereafter Pac Brands USA, Inc. (“Pac Brands”) purchased a 50% interest in Iconix Australia for $7.2 million in cash, all of which was received upon closing of this transaction in September 2013. As a result of this transaction, the Company recorded a gain of $4.1 million in FY 2013 for the difference between the cash consideration received by the Company and the book value of the brands contributed to the joint venture. In July 2018, the Company purchased an additional 5% ownership interest in Iconix Australia from Brand Collective (USA), Inc. (“BrandCo”) for $0.7 million in cash. As a result of this transaction, the Company’s ownership interest in Iconix Australia effectively increased to 55% and reduced BrandCo’s ownership interest in Iconix Australia to 45%. This purchase resulted in a change in rights, duties and obligations of the Company and BrandCo in their capacity as joint venture partners in respects of the Iconix Australia joint venture. Additionally, as a result of this transaction and in accordance with ASC 810, based on the corporate structure, voting rights and contributions of the Company and BrandCo, Iconix Australia has been determined to be a VIE, and thus is subject to consolidation and included in the Company’s consolidated financial statements on and after July 2018. The Iconix Australia trademarks have been determined by management to have an indefinite useful life and accordingly, no amortization is being recorded in the Company’s consolidated statement of operations. The goodwill and trademarks are subject to a test for impairment on an annual basis. Additionally, as a result of the acquisition, the Company recognized a $5.9 million non-controlling interest associated with BrandCo’s 45% ownership interest in the Iconix Australia joint venture on the date of consolidation. As of December 31, 2020, the redeemable non-controlling interest for Iconix Australia was Additionally, pursuant to the Amended Agreement, the specified put and call rights held by BrandCo and the Company, respectively, relating to BrandCo’s ownership interest in the joint venture, were amended and restated as follows: Two-Year Put/Call Option: At any time from December 30, 2022 and before June 1, 2023, BrandCo may deliver a put notice to the Company and the Company may deliver a call notice to BrandCo, in each case, for the Company’s purchase of all units in the joint venture held by BrandCo. Upon the exercise of such put/call, the purchase price for BrandCo’s units in the joint venture will be an amount equal to (i) the percentage interest represented by BrandCo’s units, multiplied by (ii) 5, multiplied by (iii) RR, where RR is equal to: A + (A x (100% + CAGR)) 2 A = trailing 12 months royalty revenue; and CAGR = 36 month compound annual rate Equity Method Investments During the fourth quarter of FY 2020 and FY 2019, the Company reassessed the fair values of the underlying assets and liabilities of its equity method investments as compared to their book values. In the fourth quarter of 2019, the Company recognized an investment impairment associated with its investment in MG Icon. See below in section “MG Icon” for further details. In the third quarter of FY 2019, the Company recognized an investment impairment of its investment in Marcy Media Holdings LLP. See below in section “Marcy Media Holdings LLP” for further details. In the third quarter and fourth quarter of FY 2020, the Company recorded impairment charges of $17.2 million and $2.4 million respectively, related to the decline in the fair value of the Company’s investments in its Ecko/Mark Ecko Joint venture in China and the Company’s interest in its Candies Joint Venture in China See below section “Investments in Iconix China”. The following joint ventures are recorded using the equity method of accounting: Iconix Southeast Asia Joint Venture In October 2013, the Company formed Iconix SE Asia Limited (“Iconix SE Asia”), a wholly owned subsidiary of the Company, and contributed substantially all rights to its wholly-owned and controlled brands in Indonesia, Thailand, Malaysia, Philippines, Singapore, Vietnam, Cambodia, Laos, Brunei, Myanmar, and East Timor (the “South East Asia Territory”). Shortly thereafter, GBG (f/k/a Li + Fung Asia Limited) purchased a 50% interest in Iconix SE Asia for approximately $12.0 million. GBG paid $7.5 million in cash upon the closing of the transaction and committed to pay an additional $4.5 million over the 24-month period following closing. In June 2014, the Company contributed substantially all rights to its wholly-owned and controlled brands in the Republic of Korea, and its Ecko, Zoo York, Ed Hardy and Sharper Image Brands in the European Union, and Turkey, in each case, to Iconix SE Asia. In return, GBG agreed to pay the Company $15.9 million, of which $4.0 million was paid in cash at closing. The Company guaranteed minimum distributions of $2.5 million in the aggregate through FY 2015 to GBG from the exploitation in the European Union and Turkey of the brands contributed to Iconix SE Asia as part of this transaction. As a result of this transaction, the Company incurred $5.4 million of marketing costs, which were accounted for as a reduction to the cash received. In September 2014, the Company’s subsidiaries contributed substantially all rights to their Lee Cooper and Umbro brands in the People’s Republic of China, Hong Kong, Macau and Taiwan (together, the “Greater China Territory”), to Iconix SE Asia. In return, GBG agreed to pay the Company $21.5 million, of which $4.3 million was paid at closing. The Company guaranteed minimum distributions of $5.1 million in the aggregate through FY 2017 to GBG from the exploitation in the Greater China Territory of the brands contributed to Iconix SE Asia as part of this transaction. In December 2015, the Company purchased GBG’s effective 50% interest in such brands as described below. Pursuant to the operating agreement entered into in connection with the formation of Iconix SE Asia, as amended, each of GBG and the Company holds specified put and call rights, respectively, relating to GBG’s ownership interest in the joint venture. Five-Year and Eight-Year Put/Call Options on South East Asia Territory Rights, Europe/Turkey Rights and Korea Rights: At any time during the six-month period commencing July 1, 2022, GBG may deliver a put notice to the Company, and the Company may deliver a call notice to GBG, in each case, for the Company’s purchase of the Europe/Turkey Rights, South East Asia Territory Rights and/or Korea Rights. In the event of the exercise of such put or call rights, the purchase price for such rights is an amount equal to (x) the Agreed Value (in event of a GBG put) or (y) 120% of Agreed Value (in event of a Company call). The purchase price is payable in cash. Agreed Value—Five-Year Put/Call: (i) Percentage of Iconix SE Asia owned by GBG, multiplied by (ii) 5.5, multiplied by (iii) the greater of the aggregate royalty generated by Iconix SE Asia in respect of the Europe/Turkey Rights, South East Asia Territory Rights and/or Korea Rights (as applicable) for the year ending December 31, 2015 and the year ending December 31, 2018; provided, that the Agreed Value attributable to the Europe/Turkey Rights shall not be less than $7.6 million, plus (iv) in the case of a Full Exercise (i.e., and exercise of all of the Europe/Turkey Rights, South East Asia Territory Rights and Korea Rights), the amount of cash in Iconix SE Asia at such time. Agreed Value—Eight-Year Put/Call: (i) Percentage of Iconix SE Asia owned by GBG, multiplied by (ii) 5.5, multiplied by (iii) the greater of the aggregate royalty generated by Iconix SE Asia in respect of the Europe/Turkey Rights, South East Asia Territory Rights and/or Korea Rights (as applicable) for the year ending December 31, 2018 and the year ending December 31, 2021; provided, that the Agreed Value attributable to the Europe/Turkey Rights shall not be less than $7.6 million, plus (iv) in the case of a Full Exercise (i.e., and exercise of all of the Europe/Turkey Rights, South East Asia Territory Rights and Korea Rights), the amount of cash in Iconix SE Asia at such time. The Company serves as Iconix SE Asia’s administrative manager, responsible for arranging for or providing back-office services including legal maintenance of trademarks (e.g., renewal of trademark registrations) for the brands in respect of the territories included in Iconix SE Asia. Further, Iconix SE Asia has access to general brand marketing materials, prepared and owned by the Company, to refit for use by the joint venture in territories included in Iconix SE Asia. GBG serves as Iconix SE Asia’s local manager, responsible for providing market experience in respect of the applicable |
Gains on Sale of Trademarks, ne
Gains on Sale of Trademarks, net | 12 Months Ended |
Dec. 31, 2020 | |
Investments Debt And Equity Securities [Abstract] | |
Gains on Sale of Trademarks, net | 5. Gains on Sale of Trademarks, net The following table details transactions comprising gains on sales of trademarks, net in the consolidated statement of operations: For the Twelve Months Ended December 31, 2020 2019 Interest in Umbro trademark in Iconix China (1) $ 59,582 $ — Interest in Starter trademark in Iconix China (2) 14,523 — Net gains on sale of trademarks $ 74,105 $ — (1 ) (2) |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2020 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 6. Fair Value Measurements ASC Topic 820 “Fair Value Measurements”, establishes a framework for measuring fair value and requires expanded disclosures about fair value measurement. While ASC 820 does not require any new fair value measurements in its application to other accounting pronouncements, it does emphasize that a fair value measurement should be determined based on the assumptions that market participants would use in pricing the asset or liability. As a basis for considering market participant assumptions in fair value measurements, ASC 820 established the following fair value hierarchy that distinguishes between (1) market participant assumptions developed based on market data obtained from sources independent of the reporting entity (observable inputs) and (2) the reporting entity’s own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs): Level 1: Observable inputs such as quoted prices for identical assets or liabilities in active markets Level 2: Other inputs that are observable directly or indirectly, such as quoted prices for similar assets or liabilities or market-corroborated inputs Level 3: Unobservable inputs for which there is little or no market data and which requires the owner of the assets or liabilities to develop its own assumptions about how market participants would price these assets or liabilities The valuation techniques that may be used to measure fair value are as follows: (A) Market approach—Uses prices and other relevant information generated by market transactions involving identical or comparable assets or liabilities (B) Income approach—Uses valuation techniques to convert future amounts to a single present amount based on current market expectations about those future amounts, including present value techniques, option-pricing models and excess earnings method (C) Cost approach—Based on the amount that would currently be required to replace the service capacity of an asset (replacement cost) To determine the fair value of certain financial instruments, the Company relies on Level 2 inputs generated by market transactions of similar instruments where available, and Level 3 inputs using an income approach when Level 1 and Level 2 inputs are not available. The Company’s assessment of the significance of a particular input to the fair value measurement requires judgment and may affect the valuation of financial assets and financial liabilities and their placement within the fair value hierarchy. Hedge Instruments From time to time, the Company will purchase hedge instruments to mitigate statement of operations risk and cash flow risk of revenue and receivables. As of December 31, 2020, the Company had no hedge instruments. Financial Instruments As of December 31, 2020 and December 31, 2019, the fair values of cash, accounts receivable and accounts payable approximated their carrying values due to the short-term nature of these instruments. The fair value of notes receivable and note payable from and to our joint venture partners approximate their carrying values. The fair value of certain of our other equity investments is generally not readily determinable, and it is not practical to obtain the information needed to determine the value. For FY 2020, the Company recorded $19.6 million of impairment charges to in the amount of $17.0 million based on the estimated value that would be realized on the disposition of our equity interest. December 31, 2020 December 31, 2019 Carrying Fair Value Carrying Fair Value Long-term debt, including current portion (1) $ 564,401 $ 442,751 $ 645,721 $ 556,187 (1) Carrying amounts include aggregate unamortized debt discount and debt issuance costs. Financial instruments expose the Company to counterparty credit risk for nonperformance and to market risk for changes in interest. The Company manages exposure to counterparty credit risk through specific minimum credit standards, diversification of counterparties and procedures to monitor the amount of credit exposure. The Company’s financial instrument counterparties are investment or commercial banks with significant experience with such instruments, as well as certain of our joint venture partners – see Note 4. Non-Financial Assets and Liabilities The Company accounts for non-recurring adjustments to the fair values of its non-financial assets and liabilities under ASC 820 using a market participant approach. The Company uses a discounted cash flow model with Level 3 inputs to measure the fair value of its non-financial assets and liabilities. The Company also adopted the provisions of ASC 820 as it relates to purchase accounting for its acquisitions. The Company has goodwill, which is tested for impairment at least annually, as required by ASC 350- “Intangibles- Goodwill and Other”, (“ASC 350”). Further, in accordance with ASC 350, the Company’s indefinite-lived trademarks are tested for impairment at least annually, on an individual basis as separate single units of accounting. Similarly, consistent with ASC 360- “Property, Plant and Equipment” (“ASC 360”), as it relates to accounting for the impairment or disposal of long-lived assets, the Company assesses whether or not there is impairment of the Company’s definite-lived trademarks. The Company recorded impairment charges on certain indefinite-lived intangible assets during FY 2020 and FY 2019. Refer to Note 3 for further information. The Company recorded asset impairment charges of $0.1 million and $1.8 million in FY 2020 and FY 2019 respectively, related to the consolidation and partial sublease of its New York office space. |
Fair Value Option
Fair Value Option | 12 Months Ended |
Dec. 31, 2020 | |
Fair Value Disclosures [Abstract] | |
Fair Value Option | 7. Fair Value Option During the first quarter of FY 2018, the Company elected to account for its 5.75% Convertible Notes under the fair value option. The fair value carrying amount of the 5.75% Convertible Notes accounted for under the fair value option as of December 31, 2020 and December 31, 2019 is $50.9 million and $47.3 million, respectively as compared to the contractual principal outstanding balance which was $94.4 million as of December 31, 2020 and December 31, 2019. The change of $3.6 million and $3.9 million in the fair value of the 5.75% Convertible Notes accounted for under the fair value option are included in the Company’s consolidated statement of operations for FY 2020 and FY 2019 respectively, within Other Income. The primary reason for electing the fair value option is for simplification and cost-benefit considerations of accounting for the 5.75% Convertible Notes (the hybrid financial instrument) at fair value in its entirety versus bifurcation of the embedded derivatives. The 5.75% Convertible Notes contain bifurcatable embedded derivatives and do not require settlement by physical delivery of non-financial assets. The significant inputs to the valuation of the 5.75% Convertible Notes at fair value are Level 2 inputs, as they are based on the quoted prices of the notes. |
Debt Arrangements
Debt Arrangements | 12 Months Ended |
Dec. 31, 2020 | |
Debt Disclosure [Abstract] | |
Debt Arrangements | 8. Debt Arrangements The Company’s net carrying amount of debt is comprised of the following: December 31, 2020 December 31, 2019 Senior Secured Notes $ 317,856 $ 338,130 Variable Funding Note, net of original issue discount 100,000 99,610 Senior Secured Term Loan, net of original issue discount 94,755 162,418 5.75% Convertible Notes (1) 50,868 47,277 Payroll Protection Program Loan 1,307 — Unamortized debt issuance costs (385 ) (1,714 ) Total debt 564,401 645,721 Less current maturities 28,433 61,976 Total long-term debt $ 535,968 $ 583,745 (1) Reflects the debt carrying amount, which is accounted for under the Fair Value Option in the consolidated balance sheet as of December 31, 2020 and December 31, 2019. The actual principal outstanding balance of the 5.75% Convertible Notes is $94.4 million and $94.4 million as of December 31, 2020 and December 31, 2019, respectively. Senior Secured Notes and Variable Funding Note On November 29, 2012, Icon Brand Holdings, Icon DE Intermediate Holdings LLC, Icon DE Holdings LLC and Icon NY Holdings LLC, each a limited-purpose, bankruptcy remote, wholly-owned direct or indirect subsidiary of the Company, (collectively, the “Co-Issuers”) issued $600.0 million aggregate principal amount of Series 2012-1 4.229% Senior Secured Notes, Class A-2 (the “2012 Senior Secured Notes”) in an offering exempt from registration under the Securities Act. Simultaneously with the issuance of the 2012 Senior Secured Notes, the Co-Issuers also entered into a revolving financing facility of Series 2012-1 Variable Funding Senior Notes, Class A-1 (the “Variable Funding Notes”), which allowed for the funding of up to $100 million of Variable Funding Notes and certain other credit instruments, including letters of credit. The Variable Funding Notes allow for drawings on a revolving basis. Drawings and certain additional terms related to the Variable Funding Notes are governed by the Class A-1 Note Purchase Agreement dated November 29, 2012 (the “Variable Funding Note Purchase Agreement”), among the Co-Issuers, Iconix, as manager, certain conduit investors, financial institutions and funding agents, and Barclays Bank PLC, as provider of letters of credit, as swingline lender and as administrative agent. The Variable Funding Notes are governed, in part, by the Variable Funding Note Purchase Agreement and by certain generally applicable terms contained in the Securitization Notes Indenture. Interest on the Variable Funding Notes is payable at per annum rates equal to the CP Rate, Base Rate or Eurodollar Rate, each as defined in the Variable Funding Note Purchase Agreement. In February 2015, the Company fully drew down the $100.0 million of available funding under the Variable Funding Notes, which remains outstanding as of December 31, 2020. On June 21, 2013, the Co-Issuers issued $275.0 million aggregate principal amount of Series 2013-1 4.352% Senior Secured Notes, Class A-2 (the “2013 Senior Secured Notes” and, together with the 2012 Senior Secured Notes, the “Senior Secured Notes”) in an offering exempt from registration under the Securities Act. The Senior Secured Notes and the Variable Funding Notes are referred to collectively as the “Securitization Notes.” The Securitization Notes were issued under a base indenture (the “Securitization Notes Base Indenture”) and related supplemental indentures (the “Securitization Notes Supplemental Indentures” and, collectively with the Securitization Notes Base Indenture, the “Securitization Notes Indenture”) among the Co-Issuers and Citibank, N.A., as trustee and securities intermediary. The Securitization Notes Indenture allows the Co-Issuers to issue additional series of notes in the future subject to certain conditions. In July 2017, in connection with the sale of the businesses underlying the Company’s previous entertainment segment, the Company made a mandatory principal prepayment on its Senior Secured Notes of $152.2 million. On August 18, 2017, the Company entered into an amendment to the Securitization Notes Supplemental Indenture to, among other things, (i) extend the anticipated repayment date for the Variable Funding Notes from January 2018 to January 2020, (ii) decrease the L/C Commitment and the Swingline Commitment (as such terms are defined in the amendment) available under the Variable Funding Notes to $0 as of the closing date, (iii) replace Barclays Bank PLC with Guggenheim Securities Credit Partners, LLC, as provider of letters of credit, as swingline lender and as administrative agent under the purchase agreement and (iv) provide that, upon the disposition of intellectual property assets by the Co-Issuers as permitted by the Securitization Notes Base Indenture, (x) the holders of the Variable Funding Notes will receive a mandatory prepayment, pro rata based on the amount of Variable Funding Notes held by such holder, and (y) the maximum commitment will be permanently reduced by the amount of the mandatory prepayment. While the Securitization Notes are outstanding, payments of interest are required to be made on the 2012 Senior Secured Notes and the 2013 Senior Secured Notes, in each case, on a quarterly basis. Initially, principal payments in the amount of $10.5 million and $4.8 million were required to be made on the 2012 Senior Secured Notes and 2013 Senior Secured Notes, respectively, on a quarterly basis. The amount of quarterly principal payments has since changed in subsequent periods due to the prepayments made under the Securitization Notes Indenture. See below for further discussion. The legal final maturity date of the Securitization Notes is in January of 2043. The Company did not repay or refinance the Securitization Notes prior to the anticipated repayment date, and as a result, during the first quarter of 2020, additional interest accrues on amounts outstanding under the Securitization Notes at a rate equal to (A) in respect of the Variable Funding Notes, 5% per annum, (B) in respect of the 2012 Senior Secured Notes and the 2013 Senior Secured Notes, the greater of (1) 5% per annum and (2) a per annum interest rate equal to the excess, if any, by which the sum of (x) the yield to maturity (adjusted to a quarterly bond-equivalent basis), on the anticipated repayment date of the United States treasury security having a term closest to 10 years plus (y) 5% per annum plus (z) with respect to the 2012 Senior Secured Notes, 3.4% per annum, or with respect to the 2013 Senior Secured Notes, 3.14% per annum, exceeds the original interest rate. Pursuant to the Securitization Notes Indenture, such additional interest is not due to be paid by the Company until January 2043 (the legal maturity date) and does not compound annually. The Company reflects additional accrued interest as interest expense and Other Liabilities – Long term in its consolidated financial statements. The Securitization Notes rank pari passu Pursuant to the Securitization Notes Indenture, the Securitization Notes are the joint and several obligations of the Co-Issuers only. The Securitization Notes are secured under the Securitization Notes Indenture by a security interest in certain of the assets of the Co-Issuers (the “Securitized Assets”), which includes, among other things, (i) intellectual property assets, including the U.S. and Canadian registered and applied for trademarks for the following brands and other related IP assets: Candie’s, Bongo, Joe Boxer (excluding Canadian trademarks, none of which are owned by Iconix), Rampage, Mudd, London Fog (other than the trademark for outerwear products sold in the United States), Mossimo, Ocean Pacific and OP, Danskin and Danskin Now, Rocawear, Starter, Waverly, Fieldcrest, Royal Velvet, Cannon, and Charisma; (ii) the rights (including the rights to receive payments) and obligations under all license agreements for use of those trademarks in such territories; (iii) the following equity interests in the following joint ventures: an 85% interest in Hardy Way LLC which owns the Ed Hardy brand, a 50% interest in MG Icon LLC which owns the Material Girl and Truth or Dare brands, and a 100% interest in ZY Holdings LLC which owns the Zoo York brand; and (iv) certain cash accounts established under the Securitization Notes Indenture. The Securitized Assets do not include revenue generating assets of (x) the Iconix subsidiaries that own the Ecko Unltd trademarks, the Mark Ecko trademarks, the Artful Dodger trademarks, the Umbro trademarks, and the Lee Cooper trademarks, (y) the Iconix subsidiaries that own Iconix’s other brands outside of the United States and Canada or (z) the joint ventures in which Iconix and certain of its subsidiaries have investments and which own the Modern Amusement trademarks and the Buffalo trademarks, the Pony trademarks, and the Hydraulic trademarks. If the Company contributes an Additional IP Holder to Icon Brand Holdings LLC or Icon DE Intermediate Holdings LLC, that Additional IP Holder will enter into a guarantee and collateral agreement in a form provided for in the Securitization Notes Indenture pursuant to which such Additional IP Holder will guarantee the obligations of the Co-Issuers in respect of any Securitization Notes issued under the Securitization Notes Indenture and the other related documents and pledge substantially all of its assets to secure those guarantee obligations pursuant to a guarantee and collateral agreement. Neither the Company nor any subsidiary of the Company, other than the Securitization Entities, will guarantee or in any way be liable for the obligations of the Co-Issuers under the Securitization Notes Indenture or the Securitization Notes. The Securitization Notes are subject to a series of covenants and restrictions customary for transactions of this type, including (i) that the Co-Issuers maintain specified reserve accounts to be used to make required payments in respect of the Securitization Notes, (ii) provisions relating to optional and mandatory prepayments, including mandatory prepayments in the event of a change of control (as defined in the Securitization Notes Supplemental Indentures) and the related payment of specified amounts, including specified make-whole payments in the case of the Senior Secured Notes under certain circumstances, (iii) certain indemnification payments in the event, among other things, the transfers of the assets pledged as collateral for the Securitization Notes are in stated ways defective or ineffective and (iv) covenants relating to recordkeeping, access to information and similar matters. As of December 31, 2020, the Company is in compliance with all covenants under the Securitization Notes. The Company’s Securitization Notes include a financial test, known as the debt service coverage ratio (“DSCR”) that measures the amount of principal and interest required to be paid on the Co-Issuers’ debt to approximate cash flow available to pay such principal and interest. As a result of the decline in royalty collections during the twelve months ended March 31, 2019, the DSCR fell below 1.10x as of March 31, 2019. Beginning April 1, 2019, the Senior Secured Notes experienced a Rapid Amortization Event pursuant to the Securitization Indenture. Upon a Rapid Amortization Event, any residual amounts available will immediately be used to pay down the principal. The Securitization Notes are also subject to customary rapid amortization events provided for in the Securitization Notes Indenture, including events tied to (i) the failure to maintain a stated DSCR, (ii) certain manager termination events, (iii) the occurrence of an event of default and (iv) the failure to repay or refinance the Securitization Notes on the anticipated repayment date. If a rapid amortization event were to occur, including as a result of not paying or redeeming the Securitization Notes in full prior to the anticipated repayment date, the management fee payable to the Company would remain payable pursuant to the priority of payments set forth under the Securitization Indenture, but no residual amounts would be payable to the Company thereafter. As noted above, a Rapid Amortization Event occurred beginning April 1, 2019. The legal final maturity date of the Securitization Notes is in January of 2043. As discussed above, the Company did not repay or refinance the Securitization Notes prior to the anticipated repayment date. Beginning January 2020, the Company is no longer required to make previously designated contractual principal payments. Future principal payments will be formulaically based on a percentage of receipts of royalty revenue. As of December 31, 2020 and December 31, 2019, the total outstanding principal balance of the Securitization Notes was $417.9 million and $438.1 million, respectively, of which $8.4 million and $42.7 million, respectively is included in the current portion of long-term debt on the consolidated balance sheet. As of December 31, 2020 and December 31, 2019, $8.5 million and $14.9 million, respectively, is included in restricted cash on the consolidated balance sheet and represents short-term restricted cash consisting of collections on behalf of the Securitized Assets, restricted to the payment of principal, interest and other fees on a quarterly basis under the Senior Secured Notes. For FY 2020 and FY 2019, interest expense relating to the Securitization Notes was approximately $18.5 million and $20.7 million, respectively. For FY 2020 and FY 2019, the Company long-term accrued interest expense related to the Securitization Notes was $21.7 million and zero, respectively. For FY 2020 and FY 2019, the Company recorded an expense for the amortization of original issue discount and deferred financing costs related to the Variable Funding Notes of $1.1 million and $7.0 million, respectively. The effective interest rate on such notes is 3.7%. Senior Secured Term Loan On August 2, 2017, the Company entered into a credit agreement (as amended or otherwise modified, unless context provides otherwise the “Senior Secured Term Loan”), among IBG Borrower, the Company’s wholly-owned direct subsidiary, as borrower, the Company and certain wholly-owned subsidiaries of IBG Borrower, as guarantors (the “Guarantors”), Cortland Capital Market Services LLC, as administrative agent and collateral agent (“Cortland”) and the lenders party thereto from time to time, including Deutsche Bank AG, New York Branch. Pursuant to the Senior Secured Term Loan, the lenders provided to IBG Borrower a senior secured term loan (the “Senior Secured Term Loan”), scheduled to mature on August 2, 2022 in an aggregate principal amount of $300 million and bearing interest at LIBOR plus an applicable margin of 7% per annum (the “Interest Rate”). On August 2, 2017, the net cash proceeds of the Senior Secured Term Loan were deposited into an escrow account and subject to release to IBG Borrower from time to time, subject to the satisfaction of customary conditions precedent upon each withdrawal, to finance repurchases of, or at the maturity date thereof to repay in full, the 1.50% Convertible Notes (as defined below). The Company had the ability to make these repurchases in the open market or privately negotiated transactions, depending on prevailing market conditions and other factors. Prior to the First Amendment, b orrowings under the Senior Secured Term Loan were to amortize quarterly at 0.5% of principal, commencing on September 30, 2017. IBG Borrower was obligated to make mandatory prepayments annually from excess cash flow and periodically from net proceeds of certain asset dispositions and from net proceeds of certain indebtedness, if incurred (in each case, subject to certain exceptions and limitations provided for in the Senior Secured Term Loan). IBG Borrower’s obligations under the Senior Secured Term Loan are guaranteed jointly and severally by the Company and the other Guarantors pursuant to a separate facility guaranty. IBG Borrower’s and the Guarantors’ obligations under the Senior Secured Term Loan are secured by first priority liens on and security interests in substantially all assets of IBG Borrower, the Company and the other Guarantors and a pledge of substantially all equity interests of the Company’s subsidiaries (subject to certain limits including with respect to foreign subsidiaries) owned by the Company, IBG Borrower or any other Guarantor. However, the security interests will not cover certain intellectual property and licenses owned, directly or indirectly by the Company’s subsidiary Iconix Luxembourg Holdings SÀRL or those subject to the Company’s securitization facility. In addition, the pledges exclude certain equity interests of Marcy Media Holdings, LLC and the subsidiaries of Iconix China Holdings Limited. In connection with the Senior Secured Term Loan, IBG Borrower, the Company and the other Guarantors made customary representations and warranties and have agreed to adhere to certain customary affirmative covenants. Additionally, the Senior Secured Term Loan mandates that IBG Borrower, the Company and the other Guarantors enter into account control agreements on certain deposit accounts, maintain and allow appraisals of their intellectual property, perform under the terms of certain licenses and other agreements scheduled in the Senior Secured Term Loan and report significant changes to or terminations of licenses generating guaranteed minimum royalties of more than $0.5 million. Prior to the First Amendment (as discussed below), IBG Borrower was required to satisfy a minimum asset coverage ratio of 1.25:1.00 and maintain a leverage ratio of no greater than 4.50:1.00. Amendments to Senior Secured Term Loan First Amendment On October 27, 2017, the Company entered into the First Amendment to the Senior Secured Term Loan (the “First Amendment”) pursuant to which, among other things, the remaining escrow balance of approximately $231 million (after taking into account approximately $59.2 million that was used to buy back 1.50% Convertible Notes in open market purchases in the third quarter of 2017) was returned to the lenders. The First Amendment also provided for, among other things, (a) a reduction in the existing $300 million term loan to the then-current term loan balance of approximately $57.8 million, (b) a new senior secured delayed draw term loan facility in the aggregate amount of up to $165.7 million, consisting of (i) a $25 million First Delayed Draw Term Loan (the “First Delayed Draw Term Loan”), and (ii) a $140.7 million Second Delayed Draw Term Loan (the “Second Delayed Draw Term Loan” and, together, with the First Delayed Draw Term Loan, the “Delayed Draw Term Loan Facility”) for the purpose of repaying the 1.50% Convertible Notes; (c) an increase of the Total Leverage Ratio permitted under the Senior Secured Term Loan from 4.50:1.00 to 5.75:1.00; (d) a reduction in the debt service coverage ratio multiplier in the Company’s asset coverage ratio under the Senior Secured Term Loan; (e) an increase in the existing amortization rate from 2 percent per annum to 10 percent per annum commencing July 2019; and (f) amendments to the mandatory prepayment provisions to (i) permit the Company not to prepay borrowings under the Senior Secured Term Loan from the first $100 million of net proceeds resulting from Permitted Capital Raising Transactions (as defined in the Senior Secured Term Loan) effected prior to March 15, 2018, and (ii) eliminate the requirement that the Company pay a Prepayment Premium (as defined in the Senior Secured Term Loan) on any payments or prepayments made prior to December 31, 2018. Indebtedness issued under the Delayed Draw Term Loan Facility was issued with original issue discount. As a result of the First Amendment, on October 27, 2017, the Company repaid $231.0 million on the Senior Secured Term, Loan, which represented $240.7 million of outstanding principal balance. As this transaction was accounted for as a debt modification in accordance ASC 470-50-40, and based on the Company’s accounting policy for debt modifications, the Company wrote-off a pro-rata portion of the original issue discount and deferred financing costs of $9.3 million and $5.4 million, respectively, which were both recorded to interest expense on the Company’s consolidated statement of operations for FY 2017. As a result of this transaction, the Company’s outstanding principal balance of the Senior Secured Term Loan was reduced to $57.8 million at that time and the Company recorded a gain on modification of debt of $8.8 million (which is net of $0.8 million of additional deferred financing costs associated with the First Amendment), which has been recorded in interest expense on the Company’s consolidated statement of operations for FY 2017. On November 2, 2017, the Company drew down the full amount of $25.0 million on the First Delayed Draw Term Loan, of which the Company received $24.0 million in cash, net of the $1.0 million of original issue discount. Second Amendment Given that the Company was unable to timely file its quarterly financial statements for the quarter ended September 30, 2017 with the SEC by November 14, 2017 and became in default under the terms of the Senior Secured Term Loan, as amended, o Second Amendment to the Senior Secured Term Loan. Pursuant to the Second Amendment, Third Amendment On February 12, 2018, the Company, through IBG Borrower, entered into the Third Amendment to the Senior Secured Term Loan. The Third Amendment provides for, among other things, amendments to certain restrictive covenants and other terms set forth in the Senior Secured Term Loan, as amended, to permit (i) IBG Borrower to enter into the 5.75% Notes Indenture (as defined below) and a related intercreditor agreement that was executed and (ii) the Note Exchange (as defined below). Fourth Amendment The Company, through IBG Borrower, entered into the Fourth Amendment to the Senior Secured Term Loan as of March 12, 2018. The Fourth Amendment provided, among other things, that the funding date for the Second Delayed Draw Term Loan would be March 14, 2018 instead of March 15, 2018. The conditions to the availability of the Second Delayed Draw Term Loan were satisfied as of March 14, 2018 due, in part, to the transactions contemplated by the Note Exchange, and the Company was able to draw on the Second Delayed Draw Term Loan. The Senior Secured Term Loan, as amended, contains customary negative covenants and events of default. The Senior Secured Term Loan limits the ability of IBG Borrower, the Company and the other Guarantors, with respect to themselves, their subsidiaries and certain joint ventures, from, among other things, incurring and prepaying certain indebtedness, granting liens on certain assets, consummating certain types of acquisitions, making fundamental changes (including mergers and consolidations), engaging in substantially different lines of business than those in which they are currently engaged, making restricted payments and amending or terminating certain licenses scheduled in the Senior Secured Term Loan. Such restrictions, failure to comply with which may result in an event of default under the terms of the Senior Secured Term Loan, are subject to certain customary and specifically negotiated exceptions, as set forth in the Senior Secured Term Loan. If an event of default occurs, in addition to the Interest Rate increasing by an additional 3% per annum, Cortland shall, at the request of lenders holding more than 50% of the then-outstanding principal of the Senior Secured Term Loan, declare payable all unpaid principal and accrued interest and take action to enforce payment in favor of the lenders. An event of default includes, among other events: a change of control by which a person or group becomes the beneficial owner of 35% of the voting stock of the Company or IBG Borrower; the failure to extend of the Series 2012-1 Class A-1 Senior Notes Renewal Date (as defined in the Senior Secured Term Loan); the failure of any of Icon Brand Holdings LLC, Icon NY Holdings LLC, Icon DE Intermediate Holdings LLC, Icon DE Holdings LLC and their respective subsidiaries (the “Securitization Entities”) to perform certain covenants; and the entry into amendments to the securitization facility that would be materially adverse to the lenders or Cortland without consent. Subject to the terms of the Senior Secured Term Loan, both voluntary and certain mandatory prepayments will trigger a premium of 5% of the aggregate principal amount during the first year of the loan and a premium of 3% of the aggregate principal amount during the second year of the loan, with no premiums payable in subsequent periods. Fifth Amendment On March 30, 2020, the Company entered into the fifth amendment and waiver to the Senior Secured Term Loan (the “Fifth Amendment”). The Fifth Amendment, among other things, (i) waived an event of default under the Senior Secured Term Loan due to the Company’s receipt of a going concern qualified audit opinion for FY 2019 and (ii) modified the asset sale prepayment obligation to obligate the Company to pay 75% of the net proceeds from one or more asset sales in any fiscal year to the extent the aggregate amount of asset sale net proceeds exceed $5.0 million. As a result of the Umbro China Sale and the Starter China Sale, the Company made additional principal repayments of $44.7 million and $11.7 million on the Senior Secured Term Loan in the third and fourth quarter of 2020, respectively. As of December 31, 2020 and December 31, 2019, the outstanding principal balance of the Senior Secured Term Loan was million (which is net of million of original issue discount) and $162.4 million (which is net of $13.2 million of original issue discount), respectively, of which $19.3 million and $19.3 million is recorded in current portion of long term debt on the Company’s consolidated balance sheet, respectively. The Company recorded interest expense of approximately $12.2 million relating to the Senior Secured Term Loan in FY 2020 as compared to $18.0 million for FY 2019. The Company recorded an expense for the amortization of original issue discount and deferred financing fees of approximately $8.7 million relating to the Senior Secured Term Loan, included in interest expense on the consolidated statement of operations, during FY 2020 as compared to $5.5 million during FY 2019. The effective interest rate on the Senior Secured Term Loan is 11.6%, as of December 31, 2020. 5.75% Convertible Notes On February 22, 2018, the Company consummated an exchange (the “Note Exchange”) of approximately $125 million previously outstanding 1.50% Convertible Senior Subordinated Notes due 2018 (the “1.50% Convertible Notes”), pursuant to which it issued approximately $125 million of new 5.75% Convertible Notes due 2023 (the 5.75% Convertible Notes”). The 5.75% Convertible Notes were issued pursuant to an indenture, dated February 22, 2018, by and among the Company, each of the guarantors thereto and The Bank of New York Mellon Trust Company, N.A., as trustee and collateral agent (the “Indenture”). The 5.75% Convertible Notes mature on August 15, 2023. Interest on the 5.75% Convertible Notes may be paid in cash, shares of the Company’s common stock, or a combination of both, at the Company’s election. If the Company elects to pay all or a portion of an interest payment in shares of common stock, the number of shares of common stock payable will be equal to the applicable interest payment divided by the average of the 10 individual volume-weighted average prices for the 10-trading day period ending on and including the trading day immediately preceding the relevant interest payment date. The 5.75% Convertible Notes are (i) secured by a second lien on the same assets that secure the obligations of IBG Borrower under the Senior Secured Term Loan and (ii) guaranteed by IBG Borrower and same guarantors as those under the Senior Secured Term Loan, other than the Company. Subject to certain conditions and limitations, the Company may cause all or part of the 5.75% Convertible Notes to be automatically converted into common stock of the Company. The 5.75% Convertible Notes are convertible into shares of the Company’s common stock based on a conversion rate of 52.1919 shares of the Company’s common stock, per $1,000 principal amount of the 5.75% Convertible Notes (which is equal to an initial conversion price of approximately $19.16 per share), subject to adjustment from time to time pursuant to the 5.75% Convertible Note Indenture. Holders converting their 5.75% Convertible Notes (including in connection with a mandatory conversion) shall also be entitled to receive a payment from the Company equal to the Conversion Make-Whole Payment (as defined in the Indenture) if such conversion occurs after a regular record date and on or before the next succeeding interest payment date, through and including the maturity date (determined as if such conversion did not occur). If the Company elects to pay all or a portion of a Conversion Make-Whole Payment in shares of common stock, the number of shares of common stock payable will be equal to the applicable Conversion Make-Whole Payment divided by the average of the 10 individual volume-weighted average prices for the 10-trading day period immediately preceding the applicable conversion date. Subject to certain limitations pursuant to the Senior Secured Term Loan, from and after the February 22, 2019, the Company may redeem for cash all or part of the 5.75% Convertible Notes at any time by providing at least 30 days’ prior written notice to holders of the 5.75% Convertible Notes. If the Company undergoes a fundamental change (which would occur if the Company experiences a change of control) prior to maturity, each holder will have the right at its option, but subject in all respects to the terms of the Intercreditor Agreement and the Senior Secured Term Loan, to require the Company to repurchase for cash all or a portion of such holder’s 5.75% Convertible Notes at a fundamental change purchase price equal to 100% of the principal amount of the 5.75% Convertible Notes to be repurchased, together with interest accrued and unpaid to, but excluding, the fundamental change purchase date. The Company is subject to certain restrictive covenants pursuant to the 5.75% Convertible Note Indenture, including limitations on (i) liens, (ii) indebtedness, (iii) asset sales, (iv) restricted payments and investments, (v) prepayments of indebtedness and (vi) transactions with affiliates. During FY 2020, noteholders did not convert any of the aggregate outstanding principal balance of their 5.75% Convertible Notes into shares of the Company’s common stock. The Company has elected to account for the 5.75% Convertible Notes based on the Fair Value Option accounting as outlined in ASC 825. Refer to Note 7 for further details. As of December 31, 2020, while the debt balance recorded at fair value on the Company’s consolidated balance sheet is $50.9 million, the actual outstanding principal balance of the 5.75% Convertible Notes is $94.4 million. The Company recorded interest expense of approximately $5.5 million relating to the 5.75% Convertible Notes during the FY 2020 as compared to $5.7 for FY 2019. The Company issued approximately 1.3 million common shares to noteholders in lieu of $1.4 million of cash interest due on August 15, 2020. As of December 31, 2020, the Company’s debt maturities on a calendar year basis are as follows: Total 2021 2022 2023 2024 2025 Thereafter Senior Secured Notes $ 317,856 $ 3,451 $ — $ — $ — $ — $ 314,405 Variable Funding Notes $ 100,000 4,914 7,031 7,031 7,031 7,031 66,962 Senior Secured Term Loan (1) $ 94,755 19,284 75,471 — — — — 5.75% Convertible Notes (2) $ 50,868 — — 50,868 — — — Payroll Protection Program Loan (3) $ 1,307 784 523 — — — — Total $ 564,786 $ 28,433 $ 83,025 $ 57,899 $ 7,031 $ 7,031 $ 381,367 (1) Reflects the net debt carrying amount, effected by the outstanding balance of the original issue discount, in the consolidated balance sheet as of December 31, 2020. The actual principal outstanding balance of the Senior Secured Term Loan is $99.9 million as of December 31, 2020. (2) Reflects the debt carrying amount which is accounted for under the Fair Value Option in the consolidated balance sheet as of December 31, 2020. The actual principal outstanding balance of the 5.75% Convertible Notes is $94.4 million as of December 31, 2020. (3) The Payroll Protection Program Loan and related accrued interest are eligible for forgiveness, in whole or in part based on the usage of the proceeds. The Company intends to submit an applic |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2020 | |
Equity [Abstract] | |
Stockholders' Equity | 9. Stockholders’ Equity 2016 Omnibus Incentive Plan On November 4, 2016, the Company’s stockholders approved the Company’s 2016 Omnibus Incentive Plan (“2016 Plan”). The 2016 Plan replaced and superseded the Company’s Amended and Restated 2009 Equity Incentive Plan. Under the 2016 Plan, all employees, directors, officers, consultants and advisors of the Company, including those of the Company’s subsidiaries, are eligible to be granted common stock, options or other stock-based awards. At inception, there were approximately 0.2 million shares of the Company’s common stock available for issuance under the 2016 Plan. The 2016 Plan was amended at the 2017 Annual Meeting of Stockholders to increase the number of shares available under the plan by 0.19 million shares. Shares Reserved for Issuance As of December 31, 2020, there were approximately 0.2 million common shares available for issuance under the 2016 Plan. Shares Issued on Payment of Interest of 5.75% Convertible Notes On August 15, 2020, The Company settled a portion of its interest obligation on its 5.75% Convertible Notes by Reverse Stock Split On March 14, 2019, the Company effected a Reverse Stock Split of its common stock. No fractional shares were issued in connection with the Reverse Stock Split. Stockholders who otherwise would have been entitled to receive fractional shares of common stock had their holdings rounded up to the next whole share. Unless the context otherwise requires, all share and per share amounts in this annual report on Form 10-K have been adjusted to reflect the Reverse Stock Split. Stock Options There were no grants of stock options and no compensation expense related to stock option grants during FY 2020 or FY 2019, as all prior awards have been fully expensed. During FY 2019, the remaining 1,500 stock options previously granted with a weighted average exercise price of $171.60 expired. Restricted stock Compensation cost for restricted stock is measured as the excess, if any, of the quoted market price of the Company’s stock at the date the common stock is issued over the amount the employee must pay to acquire the stock (which is generally zero). Compensation cost is recognized over the period between the issue date and the date any restrictions lapse, with compensation cost recognized on a straight-line basis over the requisite service period. The restrictions do not affect voting and dividend rights. The following tables summarize information about unvested restricted stock transactions: FY 2020 FY 2019 Shares Weighted Average Grant Date Fair Value Shares Weighted Average Grant Date Fair Value Non-vested, January 1, 326,844 $ 1.94 239,077 $ 2.68 Granted — — 329,145 1.70 Vested (196,332 ) 1.97 (241,082 ) 2.26 Forfeited/Canceled — — (296 ) 75.20 Non-vested, December 31, 130,512 $ 1.90 326,844 $ 1.94 The Company has awarded time-based restricted shares of common stock to certain employees. The awards have restriction periods tied to employment and vest over a maximum period of approximately 3 years. The cost of the time-based restricted stock awards, which is the fair market value on the date of grant net of estimated forfeitures, is expensed ratably over the vesting period. During FY 2020 and FY 2019, the Company awarded approximately 0 million and 0.3 million restricted shares, respectively, with a fair market value of approximately $0 million and $0.6 million, respectively. Compensation expense related to restricted stock grants for FY 2020 and FY 2019 was approximately $0.2 million and $0.8 million, respectively. An additional amount of $0.1 million of compensation expense related to restricted stock grants (inclusive of the restricted stock grants awarded as part of the long-term incentive plan discussed below) is expected to be expensed evenly over a period of approximately twelve to fifteen months. During FY 2020 and FY 2019, the Company repurchased shares valued at less than $0.1 million and $0.2 million, respectively, of its common stock in connection with net share settlement of restricted stock grants. Retention Stock On October 15, 2018, the Company hired Robert C. Galvin as its Chief Executive Officer and President and he was appointed to the Company’s board of directors. Mr. Galvin was issued an Employment Inducement Award pursuant to his employment agreement. The terms of the Employment Inducement Award are based upon the Company’s performance over the vesting period. The grant date fair value of Mr. Galvin’s award issued on October 15, 2018 was $1.80 per share. Compensation related to the retention stock awards was an expense of approximately $0.1 million and an expense of approximately $0.2 million for FY 2020 and FY 2019, respectively. An additional amount of $0.1 million of compensation expense related to retention stock awards is expected to be expensed over a period of approximately twelve months. Long-Term Incentive Compensation On March 31, 2016, the Company approved a new plan for long-term incentive compensation (the “2016 LTIP”) for key employees and granted equity awards under the 2016 LTIP in the aggregate amount of approximately 0.7 million shares at a weighted average share price of $73.10 with a then current value of approximately $5.2 million. The awards granted were a combination of restricted stock units (“RSUs”) and target level performance stock units (“PSUs”). Pursuant to the terms of the awards and based upon the Company’s performance over the vesting period, less than 0.1 million were issued upon expiration of the grant on March 31, 2019. On March 7, 2017, the Company approved a new plan for long-term incentive compensation (the “2017 LTIP”) for certain employees and granted equity awards under the 2017 LTIP in the aggregate amount of approximately 0.1 million shares at a weighted average share price of $75.20 with a then current value of $6.6 million. The awards granted were a combination of RSUs and target level PSUs. The material terms of the PSUs and RSUs are substantially similar to those set forth in the 2016 LTIP. Specifically, the RSUs vest one third annually on each of March 30, 2018, March 30, 2019 and March 30, 2020. The PSUs vest based on performance metrics approved by the Compensation Committee, which, for the performance period commencing January 1, 2017 and ending on December 31, 2019, are based on the Company’s achievement of an aggregated adjusted operating income performance target as set forth in the applicable award agreements, and continued employment through December 31, 2019. None of the 2017 LTIP PSUs vested. On March 15, 2018, the Company approved a new plan for long-term incentive compensation (the “2018 LTIP”) for certain employees which consisted of (i) equity awards in the aggregate amount of approximately 0.2 million shares at a weighted average share price of $13.80 with a then current value of $3.1 million and (ii) cash awards in the aggregate amount of approximately $3.1 million (the “Cash Grant”). The Cash Grants comprising the 2018 LTIP vest in 48 equal semi-monthly installments on the 15 th Compensation recognized related to the PSUs granted as part of the long-term incentive plans was an expense of approximately $0.5 million as compared to a compensation expense of less than $0.1 million in FY 2020 and FY 2019, respectively. An additional amount of $0.1 million of compensation expense related to the PSUs granted as part of the various LTIPs is expected to be expensed over a period of less than one year. |
Earnings (Loss) Per Share
Earnings (Loss) Per Share | 12 Months Ended |
Dec. 31, 2020 | |
Earnings Per Share [Abstract] | |
Earnings (Loss) Per Share | 10. Earnings (Loss) Per Share Basic earnings (loss) per share includes no dilution and is computed by dividing net income (loss) available to common stockholders by the weighted average number of common shares outstanding for the period. Diluted earnings (loss) per share reflect, in periods in which they have a dilutive effect, the effect of restricted stock-based awards, common shares issuable upon exercise of stock options and shares underlying convertible notes potentially issuable upon conversion. The difference between basic and diluted weighted-average common shares results from the assumption that all dilutive stock options outstanding were exercised, and all convertible notes have been converted into common stock. As of December 31, 2020, of the total potentially dilutive shares related to restricted stock-based awards, less than 0.1 million were anti-dilutive, compared to less than 0.1 million that were anti-dilutive as of December 31, 2019. Additionally, as of December 31, 2020, of total potentially dilutive shares related to potential conversion of the Company’s 5.75% Convertible Notes, all of the shares (or approximately 21.7 million) were anti-dilutive, compared to approximately 33.7 million, were anti-dilutive as of December 31, 2019. As of December 31, 2020, of the performance related restricted stock-based awards issued in connection with the Company’s named executive officers, approximately 0.3 million shares were anti-dilutive compared to 0.3 million that were anti-dilutive as of December 31, 2019. A reconciliation of weighted average shares used in calculating basic and diluted earnings per share follows: For the Year Ended December 31, (in thousands) 2020 2019 Basic 12,334 10,559 Effect of convertible notes subject to conversion — — Effect of assumed vesting of dilutive shares — — Diluted 12,334 10,559 As a result of the Company being in a net loss position during FY 2020 and FY 2019, dilution from the exercise of vesting of restricted stock has been excluded in the diluted earnings per share calculation. In accordance with ASC 480, the Company considers its redeemable non-controlling interest in its computation of both basic and diluted earnings per share. In addition, in accordance with ASC 260, the Company considers its 5.75% Convertible Notes in its computation of diluted earnings per share. For FY 2020 and FY 2019, adjustments to the Company’s redeemable non-controlling interest and effects of the potential conversion of the 5.75% Convertible Notes had impacts on the Company’s earnings per share calculations as follows: For the Year Ended December 31, 2020 2019 For earnings (loss) per share - basic: Net loss attributable to Iconix Brand Group, Inc. $ (7,336 ) $ (109,522 ) Accretion of redeemable non-controlling interest (29 ) — Net loss attributable to Iconix Brand Group, Inc. after the effect of accretion of redeemable non-controlling interest for basic earnings (loss) per share $ (7,365 ) $ (109,522 ) For earnings (loss) per share - diluted: Net loss attributable to Iconix Brand Group, Inc. $ (7,336 ) $ (109,522 ) Effect of potential conversion of 5.75% Convertible Notes — — Accretion of redeemable non-controlling interest (29 ) — Net loss attributable to Iconix Brand Group, Inc. after the effect of potential conversion of 5.75% Convertible Notes for diluted earnings (loss) per share $ (7,365 ) $ (109,522 ) Loss per share: Basic $ (0.60 ) $ (10.37 ) Diluted $ (0.60 ) $ (10.37 ) Weighted average number of common shares outstanding: Basic 12,334 10,559 Diluted 12,334 10,559 (1) |
Contingencies
Contingencies | 12 Months Ended |
Dec. 31, 2020 | |
Commitments And Contingencies Disclosure [Abstract] | |
Contingencies | 11. Contingencies In May 2016, Supply Company, LLC, (“Supply”), a former licensee of the Ed Hardy trademark, commenced an action against the Company and its affiliate, Hardy Way, LLC, (“Hardy Way” and together with the Company, the “Iconix Defendants”) seeking damages of $50 million, including punitive damages, attorneys’ fees and costs (the “Supply Litigation”). Supply alleges that Hardy Way breached the parties’ license agreement by failing to reimburse Supply for markdown reimbursement requests that Supply received from a certain retailer. Supply also alleges that the Company is liable for fraud because it made purported misstatements about the Company’s financials and the viability of the Ed Hardy trademark in order to induce Supply to enter into the license agreement and to induce Supply to enter into a separate agreement with a certain retailer. The Iconix Defendants filed a motion to dismiss the Complaint. In addition, Hardy Way commenced an action against Kevin Yap (“Yap”), the principal of Supply, to enforce the terms of his guarantee of Supply’s obligations under the Supply-Hardy Way license agreement for the Ed Hardy trademark (the “Yap Litigation”). In response, Yap filed counterclaims against Hardy Way asserting declaratory judgment claims seeking similar damages as in the Supply Litigation, including the reimbursement of Supply for losses allegedly suffered because of the markdown reimbursement requests, as well as rescission of the Supply-Hardy Way license agreement, other damages and attorneys’ fees and costs. Hardy Way filed a pre-discovery motion for summary judgment on its affirmative claim and to dismiss Yap’s counterclaims. On August 10, 2020, the Court issued a consolidated decision (the “Decision”) resolving the Iconix Defendants’ motion to dismiss the Supply Litigation and Hardy Way’s motion for summary judgment and to dismiss counterclaims in the Yap Litigation. In the Supply Litigation, the Court granted the Iconix Defendants’ motion to dismiss in all respects, except one, and denied Supply’s cross-motion for leave to amend its complaint. As a result of the Decision, the only claim that remains in the Supply Litigation is Supply’s claim of fraudulent inducement based on the Iconix Defendants’ purported misstatements about the Company’s financials and the viability of the Ed Hardy trademark. In the Yap Litigation, the Court denied Hardy Way’s motion for pre-discovery summary judgment on its affirmative claim as premature because of Yap’s allegation that he was fraudulently induced into entering into the guarantee by Hardy Way’s purported misstatements about the Company’s financials and the viability of the Ed Hardy trademark. The Court dismissed Yap’s counterclaims related to the markdown reimbursement request and denied Yap’s cross-motion for leave to amend his answer to assert additional defenses. As a result of the Decision, the claims that remain in the Yap Litigation are Hardy Way’s affirmative claim against Yap on his guarantee and Yap’s counterclaim for declaratory judgment based on Hardy Way’s purported misstatements about the Company’s financials and the viability of the Ed Hardy trademark. The Decision is subject to normal appellate rights of all parties. The Iconix Defendants will continue to vigorously defend the Supply Litigation and the Yap Litigation. At this time, the Company is unable to estimate the ultimate outcomes of the Supply Litigation or the Yap Litigation. Two shareholder derivative complaints captioned James v. Cuneo et al, Docket No. 1:16-cv-02212 and Ruthazer v. Cuneo et al, Docket No. 1:16-cv-04208 have been consolidated in the United States District Court for the Southern District of New York, and three shareholder derivative complaints captioned De Filippis v. Cuneo et al. Index No. 650711/2016, Gold v. Cole et al, Index No. 53724/2016 and Rosenfeld v. Cuneo et al., Index No. 510427/2016 have been consolidated in the Supreme Court of the State of New York, New York County. The complaints name the Company as a nominal defendant and assert claims for breach of fiduciary duty, insider trading and unjust enrichment against certain of the Company's current and former directors and officers arising out of the Company's restatement of financial reports and certain employee departures. At this time, the Company is unable to estimate the ultimate outcome of these matters. From time to time, the Company is also made a party to litigation incurred in the normal course of business. In addition, in connection with litigation commenced against licensees for non-payment of royalties, certain licensees have asserted unsubstantiated counterclaims against the Company. While any litigation has an element of uncertainty, the Company believes that the final outcome of any of these routine matters will not, individually or in the aggregate, have a material effect on the Company’s financial position or future liquidity. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2020 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 12. Related Party Transactions The Company has entered into certain license agreements in which the core licensee is also one of our joint venture partners. In the case of Sports Direct International plc (“Sports Direct”), the Company maintains license agreements with Sports Direct, but in addition, during FY 2018, the Company entered into a cooperation agreement with Sports Direct that allowed Sports Direct to appoint two members to the Company’s Board of Directors. The cooperation agreement expired pursuant to its terms during the first quarter of 2019. As of December 31, 2020 and December 31, 2019, the Company recognized the following royalty revenue amounts: For the Twelve Months Ended December 31, Joint Venture Partner 2020 2019 M.G.S. Sports Trading Limited 400 440 Pac Brands USA, Inc. 329 363 Albion Equity Partners LLC / GL Damek 2,412 2,350 Li Ning 617 — MHMC (1) — 7 Sports Direct International plc 1,829 1,188 $ 5,587 $ 4,348 (1) As detailed in Note 4, as of July 2019, MHMC is no longer a related party . |
Operating Leases
Operating Leases | 12 Months Ended |
Dec. 31, 2020 | |
Leases [Abstract] | |
Operating Leases | 13. Operating Leases The Company is a lessee in several noncancelable operating leases, primarily for its corporate office, additional office space and certain office equipment. Beginning January 1, 2019, the Company accounts for leases in accordance with ASC Topic 842, Leases For operating leases, the ROU asset is initially measured at the initial measurement amount of the lease liability, plus initial direct costs, plus (minus) any prepaid (accrued) lease payments, less the lease incentive received. For operating leases, the ROU asset is subsequently measured at cost, less accumulated amortization, less any accumulated impairment losses. Lease expense is recognized on a straight-line basis over the lease term. Variable lease payments associated with the Company’s leases are recognized in the period in which the obligation for those payments is incurred. Variable lease payments are presented as operating expense in the Company’s consolidated statement of operations in the same line item as the expense arising from fixed lease payments. Operating lease ROU assets are presented as Right-of-use-assets within Other assets on the consolidated balance sheet. The current portion of operating lease liabilities is included in other liabilities-current and the long-term portion is included in Other liabilities on the consolidated balance sheet. The Company has elected not to recognize ROU assets and lease liabilities for short-term leases that have a lease term of 12 months or less. The Company recognizes the lease payments associated with its short-term leases of office space and office equipment as an expense on a straight-line basis over the lease term. The Company’s leases may include non-lease components such as common area maintenance. The Company has elected the practical expedient to account for the lease and non-lease components as a single lease component, therefore, for all of our operating leases, the lease payments used to measure the lease liability include all of the fixed consideration in the contract. The Company’s operating leases expire over the next four years. The Company’s operating leases may contain renewal options however, because the Company is not reasonably certain to exercise these renewal options, the options are not included in the lease term and associated potential option payments are excluded from lease payments. Payments due under the lease contracts include fixed payments and in certain of the Company’s leases, variable payments. Variable lease payments consist of the Company’s proportionate share of the building’s property taxes, insurance, electricity and other common area maintenance costs. For the twelve months ended December 31, components of lease cost were as follows: For the Year Ended December 31, 2020 For the Year Ended December 31, 2019 Operating lease cost $ 2,238 $ 2,215 Short-term lease cost 148 537 Variable lease cost 376 396 $ 2,762 $ 3,148 As of December 31, 2020, the operating lease ROU assets and operating lease liabilities were $4.9 million and $7.1 million, respectively. For FY 2020 and FY 2019, cash paid for lease liabilities for operating leases was $2.7 and $2.6 million, respectively. For FY 2020 and FY2019, the Company recorded $0.3 and $0.1 million, respectively of ROU assets and $0.3 and $0.1 million, respectively of operating lease obligations for new leases . Because we generally do not have access to the rate implicit in the lease, the Company utilizes our incremental borrowing rate as the discount rate. As of December 31, 2020, the weighted average remaining operating lease term is 3.2 years and the weighted average discount rate for the operating leases is 8.4%. Maturities of lease liabilities under non-cancellable leases as of December 31, 2020 are as follows: Operating Leases 2021 $ 2,767 2022 2,171 2023 2,109 2024 1,079 Total undiscounted lease payments $ 8,126 Less: Imputed interest 1,004 Total lease liabilities $ 7,122 |
Benefit and Incentive Compensat
Benefit and Incentive Compensation Plans and Other | 12 Months Ended |
Dec. 31, 2020 | |
Postemployment Benefits [Abstract] | |
Benefit and Incentive Compensation Plans and Other | 14. Benefit and Incentive Compensation Plans and Other The Company sponsors a 401(k) Savings Plan (the “Savings Plan”) that covers all eligible full-time employees. Participants may elect to make pretax contributions subject to applicable limits. At its discretion, the Company may contribute additional amounts to the Savings Plan. During FY 2020 and FY 2019, the Company made contributions to the Savings Plan of approximately $0.2 million and $0.2 million, respectively. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 15. Income Taxes The Company accounts for income taxes in accordance with ASC Topic 740. Under ASC Topic 740, deferred tax assets and liabilities are determined based on differences between the financial reporting and tax basis of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. A valuation allowance is established when necessary to reduce deferred tax assets to the amount expected to be realized. In determining the need for a valuation allowance, management reviews both positive and negative evidence pursuant to the requirements of ASC Topic 740, including current and historical results of operations, future income projections and the overall prospects of the Company’s business. In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some or all the deferred tax assets will be realized. The ultimate realization of deferred tax assets is dependent on the generation of future taxable income in the periods in which those temporary differences become deductible. Management considers the scheduled reversal of deferred tax liabilities, projected future taxable income, and tax planning strategies in making this assessment. Based on these items and the cumulative pretax losses (primarily resulting from asset impairment expenses), management has determined that enough uncertainty exists relative to the realization of the deferred income tax asset balances to warrant the application of a full valuation allowance for all taxing jurisdictions as of December 31, 2020 . In addition, the Company has deferred tax liabilities related to indefinite lived intangibles on the balance sheet in an amount of approximately $4.9 million, which cannot be considered to be a source of taxable income to offset deferred tax assets. At December 31, 2020, the Company has approximately $250.7 million in federal net operating loss carryforwards (NOLs), approximately $26.0 million of which will expire in FY 2036, and the remaining have unlimited lives. The Company also has foreign tax credit carryforwards of approximately $8.7 million, which will expire in 2023 and 2024 if unused. The Company also has $143.0 million of foreign net operating losses primarily in Luxembourg, where the losses incurred before 2016 have unlimited lives. The Company also has approximately $100.7 million apportioned state and local NOLs that will begin to expire in 2034 if not used. Our use of our NOL carryforwards are limited under Section 382 of the Internal Revenue Code, as we have had a change in ownership of more than 50% of our capital stock over a three-year period as measured under Section 382 of the Internal Revenue Code. These complex changes of ownership rules generally focus on ownership changes involving shareholders owning directly or indirectly 5% or more of our stock, including certain public “groups” of shareholders as set forth under Section 382 of the Internal Revenue Code, including those arising from new stock issuances and other equity transactions. As a result of the Coronavirus Aid, Relief, and Economic Security Act (the "CARES Act") signed into law on March 27, 2020, additional avenues of relief may be available to workers and families through enhanced unemployment insurance provisions and to small businesses through programs administered by the Small Business Administration ("SBA"). The CARES Act includes, among other things, provisions relating to payroll tax credits and deferrals, net operating loss carryback periods, alternative minimum tax credits and technical corrections to tax depreciation methods for qualified improvement property. As of December 31, 2020, the Company has recorded a $6.5 million benefit resulting from carrying back their 2018 Net Operating Loss to offset 2013 taxable income. The Company’s consolidated effective tax rate was 42.6% and -6.0% for the year ended December 31, 2020 and December 31, 2019, respectively. The effective tax rate for the FY 2020 increased as compared to the FY 2019 primarily due to a $6.7 million tax benefit generated during 2020 related to the CARES Act which is calculated against a pre-tax loss as compared to 2019 where the company calculated a current tax expense due to foreign withholding taxes calculated against a pre-tax loss. Management believes that an adequate provision has been made for any adjustments that may result from tax examinations; however, the outcome of tax audits cannot be predicted with certainty. If any issues addressed in the Company's tax audits are resolved in a manner not consistent with management's expectations, the Company could be required to adjust its provision for income tax in the period such resolution occurs. Pre-tax book loss for FY 2020 and FY 2019 were as follows: FY 2020 FY 2019 Domestic $ (92,883 ) $ (130,149 ) Foreign 87,702 35,907 Total pre-tax loss $ (5,181 ) $ (94,242 ) The income tax provision (benefit) for federal, and state and local income taxes in the consolidated statement of operations consists of the following: Year Ended December 31, 2020 Year Ended December 31, 2019 Current: Federal $ (6,509 ) $ (1,012 ) State and local 21 (10 ) Foreign 3,552 6,785 Total current $ (2,936 ) $ 5,763 Deferred: Federal (185 ) 23 State and local 402 (103 ) Foreign 514 — Total deferred 731 (80 ) Total Provision $ (2,205 ) $ 5,683 As of December 31, 2020, the Company is not indefinitely reinvested in any foreign earnings. The significant components of net deferred tax assets and liabilities of the Company consist of the following: 2020 2019 State net operating loss carryforwards $ 6,117 $ 4,064 U.S. Federal net operating loss carryforwards 54,349 36,391 Receivable reserves 1,344 280 Interest expense limitation 20,387 16,779 Intangibles 59,358 96,177 Equity compensation 1,988 1,838 Foreign Tax Credit 8,722 5,252 Other 5,895 9,293 Total deferred tax assets 158,160 170,074 Valuation allowance (136,661 ) (143,453 ) Net deferred tax assets $ 21,499 $ 26,621 Depreciation — (284 ) Convertible notes (5,917 ) (6,451 ) Investment in joint ventures (20,778 ) (24,350 ) Total deferred tax liabilities (26,695 ) (31,085 ) Total net deferred tax liabilities $ (5,196 ) $ (4,464 ) Balance Sheet detail on total net deferred tax assets (liabilities): Non-current portion of net deferred tax assets — — Non-current portion of net deferred tax liabilities $ (5,196 ) $ (4,464 ) The following is a rate reconciliation between the amount of income tax provision (benefit) at the Federal rate of 21% and provision (benefit) from taxes on loss before income taxes for FY 2020 and FY 2019, respectively: 2020 2019 Income tax benefit computed at the federal rate of 21% $ (1,089 ) $ (19,791 ) Increase (reduction) in income taxes resulting from: State and local income taxes (benefit), net of federal income tax 420 (115 ) Non-controlling interest (1,146 ) (2,552 ) Valuation allowance 1,330 21,842 Interest on income tax receivable — (1,253 ) Non-deductible interest expense 1,143 1,192 Non-deductible executive compensation 332 150 Foreign Earnings (rate differential) 3,467 8,300 Prior Year True Up (8 ) (2,400 ) US Tax Reform / CARES Act (6,686 ) 23 Other, net 32 287 Total $ (2,205 ) $ 5,683 With the exception of the Buffalo brand joint venture, Diamond Icon Joint Venture and Iconix Middle East joint venture, the Company is not responsible for the income taxes related to the non-controlling interest’s share of the joint venture’s earnings. Therefore, the tax liability associated with the non-controlling interest share of the joint venture’s earnings is not reported in the Company’s income tax expense, despite the joint venture’s entire income being consolidated in the Company’s reported income before income tax expense. As such, the joint venture’s earnings have the effect of lowering our effective tax rate. This effect is more pronounced in periods in which joint venture earnings are higher relative to our other earnings. Since the Buffalo brand joint venture is a taxable entity in Canada, and the Diamond Icon joint venture and Iconix Middle East joint venture are taxable entities in the United Kingdom, the Company is required to report its tax liability, including taxes attributable to the non-controlling interest, in its statement of operations. All other consolidated joint ventures are partnerships and treated as pass-through entities not subject to taxation in their local tax jurisdiction, and therefore the Company includes only the tax attributable to its proportionate share of income from the joint venture in income tax expense. The Company files income tax returns in the U.S. federal and various state and local jurisdictions. For federal income tax purposes, during FY 2020, the Internal Revenue Service initiated an audit of the Company’s 2018 federal tax return. The audit is currently ongoing. The Company also files returns in numerous foreign jurisdictions that have varied years remaining open for examination, but generally the statute of limitations is three to four years from when the return is filed. At December 31, 2020 and December 31, 2019, the total unrecognized tax benefit was approximately $0 million for both periods. Approximately $0 million of unrecognized tax benefits at December 31, 2020 would affect the Company's effective tax rate if recognized. The Company is continuing its practice of recognizing interest and penalties to income tax matters in income tax expense. Total interest related to uncertain tax positions for FY 2020 and FY 2019 was $0 |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 12 Months Ended |
Dec. 31, 2020 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Loss | 16. Accumulated Other Comprehensive Loss The following table sets forth the activity in accumulated other comprehensive loss for the years ended December 31, 2020 and December 31, 2019: Year ended December, 31 Accumulated Other Comprehensive Loss 2020 2019 Beginning Balance $ (54,643 ) $ (53,068 ) Foreign currency translation income (loss) 12,018 (1,575 ) Current period other comprehensive income (loss) 12,018 (1,575 ) Balance at December 31, $ (42,625 ) $ (54,643 ) |
Segment and Geographic Data
Segment and Geographic Data | 12 Months Ended |
Dec. 31, 2020 | |
Segment Reporting [Abstract] | |
Segment and Geographic Data | 17. Segment and Geographic Data The Company identifies its operating segments for which separate financial information is available and for which segment results are evaluated regularly by the Chief Executive Officer, the Company’s Chief Operating Decision Maker (“CODM”), in deciding how to allocate resources and in assessing performance. The Company discloses the following operating segments: women’s, men’s, home, and international. Since the Company does not track, manage and analyze its assets by segments, no disclosure of segmented assets is reported. The reportable operating segments described below represent the Company’s activities for which separate financial information is available and which is utilized on a regular basis by the Company’s CODM to evaluate performance and allocate resources. In identifying the Company’s operating segments, the Company considers its management structure and the economic characteristics, customers, sales growth potential and long-term profitability of its operating segments. As such, the Company configured its operations into the following four operating segments: • Women’s segment – consists of the Company’s women’s brands in the United States. • Men’s segment – consists of the Company’s men’s brands in the United States. • Home segment – consists of the Company’s home brands in the United States. • International segment – consists of the Company’s men’s, women’s and home brands in international markets. Items not allocated to any segment are allocated to the Corporate level. Corporate, for segment reporting purposes, includes compensation, benefits and occupancy costs for corporate employees, as well as other corporate-related expenses such as: audit, legal, and information technology used in managing our business. The Company’s Chief Executive Officer has been identified as the CODM. The Company’s measure of segment profitability is licensing revenue and operating income. The accounting policies of the Company’s operating segments are the same as those described in Note 1 – Summary of Significant Accounting Policies The geographic regions consist of the United States and Other (which principally represent Latin America and Europe). Revenues attributable to each region are based on the location in which licensees are located and where they principally do business. Refer to Note 2 for further details. Reportable data for the Company’s operating segments were as follows: For the Twelve Months Ended December 31, 2020 2019 Licensing revenue: Women's $ 25,248 $ 37,491 Men's 22,737 36,793 Home 16,194 14,753 International 44,397 59,947 $ 108,576 $ 148,984 Operating income (loss): Women's $ 3,652 $ (961 ) Men's 10,103 24,878 Home 9,486 (4,932 ) International 20,621 23,487 Corporate 23,739 (74,004 ) $ 67,601 $ (31,532 ) |
Other Assets- Current and Long-
Other Assets- Current and Long-Term | 12 Months Ended |
Dec. 31, 2020 | |
Deferred Costs Capitalized Prepaid And Other Assets Disclosure [Abstract] | |
Other Assets- Current and Long -Term | 18. Other Assets- Current and Long-Term Other Assets – Current December 31, 2020 December 31, 2019 Other assets - current consisted of the following: US federal tax receivables $ — $ 1,115 Insurance receivable — 15,000 Prepaid advertising 209 275 Prepaid expenses 678 1,207 Prepaid income taxes 457 1,119 Prepaid insurance 372 2,042 Due from related parties 86 86 Other prepaid taxes 474 596 Other current assets $ 2,276 $ 21,440 Other Assets – Long Term December 31, 2020 December 31, 2019 Other noncurrent assets consisted of the following: Prepaid interest $ 4,322 $ 4,868 Deposits 357 707 Other noncurrent assets 1,117 1,205 Other noncurrent assets $ 5,796 $ 6,780 |
Other Liabilities - Current
Other Liabilities - Current | 12 Months Ended |
Dec. 31, 2020 | |
Other Liabilities Disclosure [Abstract] | |
Other Liabilities - Current | 19. Other Liabilities – Current As of December 31, 2020 and December 31, 2019, Other current liabilities was $3.9 million and $13.8 million respectively, which related to amounts due to certain joint ventures that are not consolidated with the Company, as well as the current portion of operating lease liabilities. |
Foreign Currency Translation
Foreign Currency Translation | 12 Months Ended |
Dec. 31, 2020 | |
Foreign Currency [Abstract] | |
Foreign Currency Translation | 20. Foreign Currency Translation The functional currency of Iconix Luxembourg and Red Diamond Holdings, which are wholly owned subsidiaries of the Company, located in Luxembourg, is the Euro. However, the companies have certain dollar denominated assets, in particular cash and notes receivable, that are maintained in U.S. Dollars, which are required to be revalued each quarter. Due to fluctuations in currency in FY 2020 and FY 2019, the Company recorded a $1.6 million currency translation loss and a $0.9 million currency translation loss, respectively, that is included in the consolidated statements of operations. Comprehensive income includes certain gains and losses that, under U.S. GAAP, are excluded from net income as such amounts are recorded directly as an adjustment to stockholders’ equity. Our comprehensive income is primarily comprised of net income and foreign currency translation gain or loss. During FY 2020 and FY 2019, the Company recognized as a component of our comprehensive income (loss), a foreign currency translation gain of $12.0 million and a foreign currency translation loss of $1.6 million, respectively, due to changes in foreign exchange rates. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2020 | |
Subsequent Events [Abstract] | |
Subsequent Events | 21. Subsequent Events As previously disclosed, on January 27, 2021, the “Company, received written confirmation from the Nasdaq Office of General Counsel that the Company has regained compliance with The Nasdaq Stock Market’s (“Nasdaq”) market value of publicly held securities rule, and that the Company is in compliance with other applicable listing standards as of the date thereof. The January 27, 2021 letter also confirmed that the Company’s pending hearing before the Nasdaq Hearings Panel has been cancelled and the Company’s common stock will continue to be listed and traded on the Nasdaq Stock Market. The Company had received notice from the Nasdaq on December 28, 2020 that the Company’s common stock would be delisted if Minimum Market Value was not reestablished. On February 15, 2021, the Company settled its $2.7 million February 2021 interest obligation on its 5.75% Convertible Notes in shares of its common stock by issuing approximately 1.0 million shares. On March 23, 2021, the Company completed its previously announced sale of Lee Cooper China for net proceeds of $15.8 million. The Lee Cooper China Sale includes the sale of the Lee Cooper brand in the People’s Republic of China, Hong Kong, Taiwan and Macau. In March of 2021, the Company repaid approximately $11.8 million under the Senior Secured Term Loan with the proceeds received from the Lee Cooper China Sale. In March 2021, the Company amended its operating agreements with GBG for its MENA Ltd, Iconix Europe and Iconix SE Asia Ltd, joint ventures. The amendments changed the timing of the put/call option windows, to a six-month period commencing July 1, 2022. The Company also amended its operating agreement with Pac Brands USA, Inc. for its Iconix Australia joint venture. The amendment changed the timing of the put/call option to any time after December 31, 2022 and before June 1, 2023. |
Other Matters
Other Matters | 12 Months Ended |
Dec. 31, 2020 | |
Other Matters Disclosure [Abstract] | |
Other Matters | 22. Other Matters During FY 2020 and FY 2019, the Company included in its selling, general and administrative expenses approximately $9.7 million and $19.6 million, respectively, of charges for professional fees associated with the continuing correspondence with the Staff of the SEC, the SEC investigation and the class action and derivative litigations. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | Principles of Consolidation The consolidated financial statements include the accounts of the Company, its wholly-owned subsidiaries, and, in accordance with U.S. GAAP and accounting for variable interest entities (where the Company is the primary beneficiary) and majority owned subsidiaries, the Company consolidates twelve joint ventures (Hardy Way, Icon Modern Amusement, Alberta ULC, Iconix Europe, Hydraulic IP Holdings, US PONY Holdings, Diamond Icon, Iconix Israel, Iconix Middle East, Danskin China, Lee Cooper China and Iconix Australia; see Note 4 for explanation). All significant intercompany transactions and balances have been eliminated in consolidation. These consolidated financial statements are prepared on a going concern basis that contemplates the realization of cash flows from assets and discharge of liabilities, in each case, in the ordinary course of business consistent with the Company’s prior periods. In accordance with Accounting Standards Codification (“ASC”) 810—Consolidation (“ASC 810”), the Company evaluates the following criteria to determine the accounting for its joint ventures: 1) consideration of whether the joint venture is a variable interest entity which includes reviewing the corporate structure of the joint venture, the voting rights, and the contributions of the Company and the joint venture partner to the joint venture, 2) if the joint venture is a VIE, whether or not the Company is the primary beneficiary, a determination based upon a variety of factors, including: i) the presence of installment payments, which constitutes a de facto agency relationship between the Company and the joint venture partner, and ii) an evaluation of whether the Company or the joint venture partner is more closely associated with the joint venture. If the Company determines that the entity is a variable interest entity and the Company is the primary beneficiary, then the joint venture is consolidated. For those entities that are not considered variable interest entities, or are considered variable interest entities but the Company is not the primary beneficiary, the Company uses the equity method as set forth in ASC 323—Investments (“ASC 323”), to account for those investments and joint ventures which are not required to be consolidated under US GAAP. Refer to Note 4 for further details. |
Liquidity | Liquidity These consolidated financial statements are prepared on a going concern basis, which contemplates the realization of assets and liquidation of liabilities, in each case, in the ordinary course of business consistent with the Company’s prior periods. The Company has experienced substantial and recurring losses from operations, which losses have caused an accumulated deficit of $435.6 million as of December 31, 2020. Net losses incurred for the years ended December 31, 2020 and December 31, 2019 amounted to approximately $(3.0) million and $(99.9) million respectively. The Company has generated positive cash flows from operations in recent periods and has managed its cost structure, its relationships with licensees and sold non-strategic assets to mitigate the adverse impact of the COVID-19 pandemic on its operating results, liquidity and financial condition. The Company does not expect the occurrence of any payment defaults on its outstanding debt facilities in the next twelve months, and otherwise expects to generate sufficient cash to meet its operating cash flow needs and maintain compliance with the financial covenants set forth in its various debt facilities during such period. Accordingly, the Company believes there is no longer substantial doubt the Company can continue as an ongoing business for the next twelve months. |
Reverse Stock Split | Reverse Stock Split On March 14, 2019, the Company effected a 1-for-10 reverse stock split (the “Reverse Stock Split”) of its common stock. Unless the context otherwise requires, all share and per share amounts in this annual report on Form 10-K have been adjusted to reflect the Reverse Stock Split. |
Business Combinations, Joint Ventures and Investments | Business Combinations, Joint Ventures and Investments The purchase method of accounting requires that the total purchase price of an acquisition be allocated to the assets acquired and liabilities assumed based on their fair values on the date of the business acquisition. The results of operations from the acquired businesses are included in the accompanying consolidated statements of operations from the acquisition date. Any excess of the purchase price over the estimated fair values of the net assets acquired is recorded as goodwill. For further information on the Company’s accounting for joint ventures and investments, refer to Note 4. |
Use of Estimates | Use of Estimates The preparation of the consolidated financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and 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. The Company reviews all significant estimates affecting the financial statements on a recurring basis and records the effect of any adjustments when necessary. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents consist of actual cash as well as cash equivalents, defined as short-term, highly liquid financial instruments with insignificant interest rate risk that are readily convertible to cash and have maturities of three months or less from the date of purchase. In addition, as of December 31, 2020, approximately $15.0 million, or 25 %, of our total cash (including restricted cash) was held in foreign subsidiaries. The Company has elected to treat its Luxembourg top tier subsidiary (“Luxco”) for US tax purposes. All the foreign operations under Luxco are treated as a branch for US tax purposes and subject to US taxation. As such, the Company will not have any earnings in foreign subsidiaries that are not currently subject to taxation for US purposes. |
Restricted Cash | Restricted Cash Restricted cash consists of actual cash deposits held in accounts primarily for debt service, as well as cash equivalents, defined as short-term, highly liquid financial instruments with insignificant interest rate risk that are readily convertible to cash and have maturities of three months or less from the date of purchase, the restrictions on all of which lapse every three months or less. |
Concentration of Credit Risk | Concentration of Credit Risk Financial instruments which potentially subject the Company to concentration of credit risk consist principally of short-term cash investments and accounts receivable. The Company places its cash in investment-grade, short-term instruments with high quality financial institutions. The Company performs ongoing credit evaluations of its customers’ financial condition and, generally, requires no collateral from its customers. The allowance for non-collection of accounts receivable is based upon the expected collectability of all accounts receivable. One customer accounted for 10 % of the Company’s total revenue for the year ended December 31, 2020 (“FY 2020”) as compared to two customers accounting for 12% and 11% respectively, of the Company’s total revenue for the year ended December 31, 2019 (“FY 2019). |
Accounts Receivable | Accounts Receivable Accounts receivable are reported at amounts the Company expects to be collected, net of provision for doubtful accounts, based on the Company’s ongoing discussions with its licensees, and its evaluation of each licensee’s payment history and account aging. As of December 31, 2020 and 2019, the Company’s provision for doubtful accounts was $6.5 million and $14.3 million, respectively. One customer accounted for 10% of the Company’s accounts receivable as of December 31, 2020 as compared with one customer accounting for 16% of the Company’s accounts receivable as of December 31, 2019. |
Derivatives | Derivatives The Company does not use financial instruments for trading or other speculative purposes. From time to time the Company uses derivative financial instruments to hedge the variability of anticipated cash flows of a forecasted transaction (a “cash flow hedge”). The Company had no such derivative instruments in FY 2020 or FY 2019. |
Restricted Stock | Restricted Stock Compensation cost for restricted stock is measured using the quoted market price of the Company’s common stock at the date the common stock is granted. For restricted stock where restrictions lapse with the passage of time (“time-based restricted stock”), compensation cost is recognized over the period between the issue date and the date that restrictions lapse. Time-based restricted stock is included in total common shares outstanding upon the lapse of any restrictions. Time-based restricted stock is included in total diluted shares outstanding which is calculated utilizing the treasury stock method. For restricted stock where restrictions are based on performance measures (“performance-based restricted stock”), restrictions lapse when those performance measures have been deemed earned. Performance-based restricted stock is included in total common shares outstanding upon the lapse of any restrictions. Performance-based restricted stock is included in total diluted shares outstanding when the performance measures have been deemed earned but not issued. For restricted stock, which is measured based on market conditions, the Company values the stock utilizing a Monte Carlo simulation factoring key assumptions such as the stock price at the beginning and end of the period, risk free interest rate, expected dividend yield when simulating total shareholder return, expected dividend yield when simulating the Company’s stock price, stock price volatility and correlation coefficients. Restricted stock based on market conditions is included in total common shares outstanding upon the achievement of the performance metrics. Restricted stock based on market conditions is included in total diluted shares outstanding when the performance metrics have been deemed earned but not issued. |
Treasury Stock | Treasury Stock Treasury stock is recorded at acquisition cost. Gains and losses on disposition are recorded as increases or decreases to additional paid-in capital with losses in excess of previously recorded gains charged directly to retained earnings. |
Deferred Financing Costs | Deferred Financing Costs The Company incurred costs (primarily professional fees and placement agent fees) in connection with borrowings under senior secured notes, the Senior Secured Term Loan and the 2016 Senior Secured Term Loan. These costs have been deferred and are being amortized using the effective interest method over the life of the related debt. |
Property, Equipment, Depreciation and Amortization | Property, Equipment, Depreciation and Amortization Property and equipment are stated at cost less accumulated depreciation and amortization. Depreciation and amortization are determined by the straight-line method over the estimated useful lives of the respective assets ranging from three to seven years. Leasehold improvements are amortized by the straight-line method over the initial term of the related lease or estimated useful life, whichever is less. |
Operating Leases | Operating Leases We determine if an arrangement contains a lease at inception. An arrangement contains a lease if it implicitly or explicitly identifies an asset to be used and conveys the right to control the use of the identified asset in exchange for consideration. As a lessee, we include operating leases in Right-of-use (“ROU”) -assets within non-current assets, Other liabilities – Current, and Other liabilities in our consolidated balance sheet. ROU assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized upon commencement of the lease based on the present value of the lease payments over the lease term. As most of our leases do not provide an implicit interest rate, we generally use our incremental borrowing rate based on the estimated rate of interest for fully amortizing borrowings over a similar term of the lease payments at commencement date to determine the present value of lease payments. Lease expense for lease payments is recognized on a straight-line basis over the lease term. Expenses associated with operating leases are included in “Selling, general and administrative” within our Consolidated Statement of operations. Leases with a lease term of 12 months or less are not capitalized. |
Long-Lived Assets | Long-Lived Assets If circumstances mandate, the Company evaluates the recoverability of its long-lived assets, other than goodwill and other indefinite life intangibles (discussed below), by comparing estimated future undiscounted cash flows with the assets’ carrying value to determine whether a write-down to market value, based on discounted cash flow, is necessary. Assumptions used in our fair value estimates are as follow: (i) discount rates; (ii) royalty rates; (iii) projected average revenue growth rates; and (iv) projected long-term growth rates. The testing also factors in economic conditions and expectations of management and may change in the future based on period-specific facts and circumstances. During FY 2020, the Company recorded an impairment charge of $19.6 million resulted from a decline in the fair value of our Ecko Mark/Ecko joint venture in China and our equity interest in our Candies joint venture in China which was impacted by the effects of COVID-19 in that market. During FY 2019, the Company recorded an impairment charge in the amount of $17.0 million based on the estimated value that was to be realized on the disposition of the Company’s equity interest in Marcy Media Holdings, LLC, and an $9.6 million (inclusive of a $2.6 million of write off of advances made to the entity) impairment to its investment in MG Icon based on the poor performance of MG Icon. |
Goodwill and Trademarks | Goodwill and Trademarks Goodwill represents the excess of purchase price over the fair value of net assets acquired in business combinations accounted for under the purchase method of accounting. On an annual basis and as needed, the Company tests goodwill and indefinite life trademarks for impairment utilizing discounted cash flow models. Other intangibles with determinable lives, including certain trademarks, license agreements and non-compete agreements, are evaluated for the possibility of impairment when certain indicators are present, and are otherwise amortized on a straight-line basis over the estimated useful lives of the assets (currently ranging from 1 to 15 years). Assumptions used in our fair value estimates are as follow: (i) discount rates; (ii) royalty rates; (iii) projected average revenue growth rates; and (iv) projected long-term growth rates. The testing also factors in economic conditions and expectations of management and may change in the future based on period-specific facts and circumstances. The Company did not record any impairment charges for goodwill for FY 2020 and FY 2019, respectively. In the FY 2020 and FY 2019, the Company recognized non-cash impairment charge for trademarks of $35.1 million and $65.6 million, respectively. Refer to Note 3 for further details. |
Non-controlling Interests / Redeemable Non-controlling Interests | Non-controlling Interests / Redeemable Non-controlling Interests Certain of the Company’s consolidated joint ventures have put options which, if exercised by the Company’s joint venture partner, would require the Company to purchase all or a portion of the joint venture partner’s equity interest in the joint venture. The Company has determined that these put options are not derivatives under the guidelines prescribed in Accounting Standards Codification (“ASC”) 815. As such, and in accordance with ASC 480-10-S99, as the potential exercise of the put options is outside the control of the Company, the Company has recorded the portion of the non-controlling interest’s equity that may be put to the Company in mezzanine equity in the Company’s consolidated balance sheets as “redeemable non-controlling interest”. The initial value of the redeemable non-controlling interest represents the fair value of the put option at inception. This amount recorded at inception is accreted, over a period determined by when the put option becomes exercisable, to what the Company would be obligated to pay to the non-controlling interest holder if the put option was exercised. This accretion is recorded as a credit to redeemable non-controlling interest and a debit to retained earnings resulting in an impact to the consolidated balance sheet only. For each reporting period, the Company revisits the estimates used to determine the redemption value of the put option when it becomes exercisable and may adjust the remaining put option value and associated accretion accordingly through redeemable non-controlling interest and retained earnings, as necessary. The terms of each of the outstanding put options are included in the individual discussions of each joint venture, as applicable. For the Company’s consolidated joint ventures that do not have put options, the non-controlling interest is recorded within equity on the Company’s consolidated balance sheet. |
Revenue Recognition | Revenue Recognition The Company enters into various license agreements that provide revenues based on minimum royalties and advertising/ marketing fees and additional revenues based on a percentage of defined sales. Minimum royalty and advertising/ marketing revenue is recognized on a straight-line basis over the full contract term. Minimum royalties that escalate on an annual basis over the contract term are recognized on a straight-line basis over the full contract term. Royalties exceeding the defined minimum amounts in a specific contract year (sales-based royalties), as defined in each license agreement, are recognized only in the subsequent periods to when the minimum guarantee for the contract year has been achieved and when the later of the following events occur: (i) the subsequent sale occurs, or (ii) the performance obligation to which some or all of the sales-based royalty has been allocated has been satisfied (or partially satisfied). |
Foreign Currency | Foreign Currency The Company’s consolidated joint ventures’ functional currency is U.S. dollars. The functional currencies of the Company’s international subsidiaries are the local currencies of the countries in which the subsidiaries are located. Foreign currency denominated assets and liabilities are translated into U.S. dollars using the exchange rates in effect at the consolidated balance sheet date. Results of operations and cash flows are translated using the average exchange rates throughout the period. The effect of exchange rate fluctuations on translation of assets and liabilities is included as a component of shareholders’ equity in accumulated other comprehensive income (loss). |
Taxes on Income | Taxes on Income The Company uses the asset and liability approach of accounting for income taxes and provides deferred income taxes for temporary differences that will result in taxable or deductible amounts in future years based on the reporting of certain costs in different periods for financial statement and income tax purposes. Valuation allowances are recorded when uncertainty regarding their realizability exists. |
Earnings (Loss) Per Share | Earnings (Loss) Per Share Basic earnings (loss) per share includes no dilution and is computed by dividing net income (loss) available to common stockholders by the weighted average number of common shares outstanding for the period. Diluted earnings per share reflect, in periods in which they have a dilutive effect, the effect of common shares issuable upon exercise of stock options, vesting of restricted stock, and potential conversion of our convertible debt. The difference between reported basic and diluted weighted-average common shares results from the assumption that all dilutive stock options, convertible debt and restricted stock outstanding were exercised into common stock. We may be required to calculate basic earnings (loss) per share using the two-class method as a result of the Company’s redeemable non-controlling interests. To the extent that the redemption value increases and exceeds the then-current fair value of a redeemable non-controlling interest, net (loss) income attributable to Iconix Brand Group, Inc. (used to calculate earnings (loss) per share) could be negatively impacted by that increase, subject to certain limitations. The partial or full recovery of any reductions to net (loss) attributable to Iconix Brand Group, Inc. (used to calculate earnings (loss) per share) is limited to any cumulative prior-period reductions. Refer to Note 10 for further details. |
Advertising Campaign Costs | Advertising Campaign Costs Advertising costs such as print and online media are expensed when the advertisement first occurs. Advertising expenses for FY 2020 and FY 2019 amounted to $5.5 million, and $13.7 million, respectively. The Company also incurs co-operative advertising costs that represent reimbursements to certain licensees for shared marketing expenses related to the sale of its products. In accordance with ASC 606, these reimbursements are recorded as a reduction to licensing revenue. |
Comprehensive Income (Loss) | Comprehensive Income (Loss) Comprehensive income (loss) includes certain gains and losses that, under U.S. GAAP, are excluded from net income (loss) as such amounts are recorded directly as an adjustment to stockholders’ equity. The Company’s comprehensive income (loss) is primarily comprised of net income (loss), and foreign currency translation. |
New Accounting Standards | New Accounting Standards In June 2016, the FASB issued ASU No. 2016-13 – Financial Instruments – Credit Losses: Measurement of Credit Losses on Financial Instruments (Topic 326). ASU 2016-13 amends the impairment model to utilize an expected loss methodology in place of the currently used incurred loss methodology, which will result in more timely recognition of losses. The new standard applies to financial assets measured at amortized cost basis, including receivables that result from revenue transactions and held-to-maturity debt securities. This ASU is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2022. Management is currently evaluating the impact of this ASU on its consolidated financial statements. In February 2017, the FASB issued ASU No. 2017-04, “Intangibles – Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment”, which simplifies the subsequent measurement of goodwill by eliminating Step 2 from the goodwill impairment test and eliminated the requirements for any reporting unit with a zero or negative carrying amount to perform a qualitative assessment. The ASU is effective for public business entities for annual or any interim goodwill impairment tests in fiscal years beginning after December 15, 2019. This ASU should be applied prospectively. Early adoption is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. . |
Correction of Immaterial Errors | Correction of Immaterial Errors During the fourth quarter of FY 2020, the Company determined certain income tax transactions as well as previously identified expense and equity transactions were incorrectly recorded by the Company in the fourth quarter of FY2019 in the Company’s consolidated financial statements and have been corrected in the consolidated financial statements included in this Form 10-K. Management evaluated the materiality of these errors from a quantitative and qualitative perspective and concluded that the adjustments related to these transactions individually and in aggregate were not material to any of the Company’s previously issued financial statements and disclosures. However, the cumulative impact of these out-of-period adjustments were material to the financial statements for the three and twelve months ended December 31, 2020. Accordingly, no amendments to previously filed reports are deemed necessary. A summary of the effects of these revisions for FY 2019 and 2020 quarterly financial statements are presented below. The information in the tables below represent the statement of operations and balance sheet line items affected by the revisions. There was no impact to net cash provided by operating activities in in any period. The financial information included in the accompanying financial statements and notes thereto reflect the effects of the corrections and other adjustments described in the preceding discussion and following tables. Revised Consolidated Statement of Operations (in thousands, except earnings per share data) For the Twelve Months Ended December 31, 2019 As Reported Adjustments As Revised Selling, general and administrative expenses $ 83,996 $ 752 $ 84,748 Operating Income (loss) (30,780 ) (752 ) (31,532 ) Interest expense 57,264 (343 ) 56,921 Loss before income taxes (93,833 ) (409 ) (94,242 ) Provision for income taxes 8,083 (2,400 ) 5,683 Net loss (101,916 ) 1,991 (99,925 ) Net loss per share - basic and diluted $ (10.56 ) $ 0.19 $ (10.37 ) Revised Consolidated Balance Sheets (in thousands) December 31, 2019 As Reported Adjustments As Revised Accounts payable and accrued expenses $ 51,503 $ (1,991 ) $ 49,512 Total current liabilities 131,955 (1,991 ) 129,964 Redeemable Non-Controlling Interest 34,461 (1,392 ) 33,069 Accumulated deficit (429,117 ) 1,991 (427,126 ) Non-Controlling Interest 26,521 1,392 27,913 Total Stockholders' Deficit (256,359 ) 3,383 (252,976 ) Revised Consolidated Statement of Operations (in thousands, except earnings per share data) For the Three Months Ended March 31, 2020 As Reported Adjustments As Revised Interest expense $ 16,713 $ 343 $ 17,056 Net loss (20,658 ) (343 ) (21,001 ) Net loss per share - basic and diluted $ (1.86 ) $ (0.03 ) $ (1.89 ) Revised Consolidated Statement of Operations (in thousands, except earnings per share data) For the Three Months Ended June 30, 2020 As Reported Adjustments As Revised Selling, general and administrative expenses $ 14,978 $ (216 ) $ 14,762 Operating Income (loss) 3,549 216 3,765 Net loss (15,680 ) 216 (15,464 ) Net loss per share - basic and diluted $ (1.46 ) $ 0.02 $ (1.44 ) Revised Consolidated Statement of Operations (in thousands, except earnings per share data) For the Six Months Ended June 30, 2020 As Reported Adjustments As Revised Selling, general and administrative expenses $ 32,128 $ (216 ) $ 31,912 Operating Income (loss) (1,303 ) 216 (1,087 ) Interest expense 33,760 343 34,103 Net loss (36,339 ) (127 ) (36,466 ) Net loss per share - basic and diluted $ (3.32 ) $ (0.01 ) $ (3.33 ) Revised Consolidated Statement of Operations (in thousands, except earnings per share data) For the Nine Months Ended September 30, 2020 As Reported Adjustments As Revised Selling, general and administrative expenses $ 42,043 $ (216 ) $ 41,827 Operating Income (loss) 65,047 216 65,263 Interest expense 52,249 343 52,592 Net Income (loss) 10,363 (127 ) 10,236 Earnings (loss) per share - basic $ 0.55 $ (0.01 ) $ 0.54 Earnings (loss) per share - diluted $ 0.37 $ — $ 0.37 Reclassifications During the current year certain reclassifications, which were immaterial, have been made to conform prior year data to the current presentation. During FY 2019, the Company also made a reclassification between redeemable noncontrolling interest and noncontrolling interest. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
Summary of Revised Consolidated Statement of Operations and Balance Sheets | During the fourth quarter of FY 2020, the Company determined certain income tax transactions as well as previously identified expense and equity transactions were incorrectly recorded by the Company in the fourth quarter of FY2019 in the Company’s consolidated financial statements and have been corrected in the consolidated financial statements included in this Form 10-K. Management evaluated the materiality of these errors from a quantitative and qualitative perspective and concluded that the adjustments related to these transactions individually and in aggregate were not material to any of the Company’s previously issued financial statements and disclosures. However, the cumulative impact of these out-of-period adjustments were material to the financial statements for the three and twelve months ended December 31, 2020. Accordingly, no amendments to previously filed reports are deemed necessary. A summary of the effects of these revisions for FY 2019 and 2020 quarterly financial statements are presented below. The information in the tables below represent the statement of operations and balance sheet line items affected by the revisions. There was no impact to net cash provided by operating activities in in any period. The financial information included in the accompanying financial statements and notes thereto reflect the effects of the corrections and other adjustments described in the preceding discussion and following tables. Revised Consolidated Statement of Operations (in thousands, except earnings per share data) For the Twelve Months Ended December 31, 2019 As Reported Adjustments As Revised Selling, general and administrative expenses $ 83,996 $ 752 $ 84,748 Operating Income (loss) (30,780 ) (752 ) (31,532 ) Interest expense 57,264 (343 ) 56,921 Loss before income taxes (93,833 ) (409 ) (94,242 ) Provision for income taxes 8,083 (2,400 ) 5,683 Net loss (101,916 ) 1,991 (99,925 ) Net loss per share - basic and diluted $ (10.56 ) $ 0.19 $ (10.37 ) Revised Consolidated Balance Sheets (in thousands) December 31, 2019 As Reported Adjustments As Revised Accounts payable and accrued expenses $ 51,503 $ (1,991 ) $ 49,512 Total current liabilities 131,955 (1,991 ) 129,964 Redeemable Non-Controlling Interest 34,461 (1,392 ) 33,069 Accumulated deficit (429,117 ) 1,991 (427,126 ) Non-Controlling Interest 26,521 1,392 27,913 Total Stockholders' Deficit (256,359 ) 3,383 (252,976 ) Revised Consolidated Statement of Operations (in thousands, except earnings per share data) For the Three Months Ended March 31, 2020 As Reported Adjustments As Revised Interest expense $ 16,713 $ 343 $ 17,056 Net loss (20,658 ) (343 ) (21,001 ) Net loss per share - basic and diluted $ (1.86 ) $ (0.03 ) $ (1.89 ) Revised Consolidated Statement of Operations (in thousands, except earnings per share data) For the Three Months Ended June 30, 2020 As Reported Adjustments As Revised Selling, general and administrative expenses $ 14,978 $ (216 ) $ 14,762 Operating Income (loss) 3,549 216 3,765 Net loss (15,680 ) 216 (15,464 ) Net loss per share - basic and diluted $ (1.46 ) $ 0.02 $ (1.44 ) Revised Consolidated Statement of Operations (in thousands, except earnings per share data) For the Six Months Ended June 30, 2020 As Reported Adjustments As Revised Selling, general and administrative expenses $ 32,128 $ (216 ) $ 31,912 Operating Income (loss) (1,303 ) 216 (1,087 ) Interest expense 33,760 343 34,103 Net loss (36,339 ) (127 ) (36,466 ) Net loss per share - basic and diluted $ (3.32 ) $ (0.01 ) $ (3.33 ) Revised Consolidated Statement of Operations (in thousands, except earnings per share data) For the Nine Months Ended September 30, 2020 As Reported Adjustments As Revised Selling, general and administrative expenses $ 42,043 $ (216 ) $ 41,827 Operating Income (loss) 65,047 216 65,263 Interest expense 52,249 343 52,592 Net Income (loss) 10,363 (127 ) 10,236 Earnings (loss) per share - basic $ 0.55 $ (0.01 ) $ 0.54 Earnings (loss) per share - diluted $ 0.37 $ — $ 0.37 |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
ASC 606 | |
Summary of Revenues Disaggregated by License Type, Revenue Source and Geography | The following table presents our revenues disaggregated by license type: For the Year Ended December 31, 2020 2019 Licensing revenue by license type: Direct-to-retail license $ 31,066 $ 42,818 Wholesale licenses 76,470 105,059 Other licenses (1) 1,040 1,107 $ 108,576 $ 148,984 (1) Included in Other licenses for FY 2020 is $0.9 million of revenue associated with the Umbro business purchases discussed above as compared to $0.9 million for FY 2019. The following table represents our revenues disaggregated by geography: For the Year Ended December 31, 2020 2019 Total licensing revenue by geographic region: United States $ 65,000 $ 88,444 Other (1) 43,576 60,540 $ 108,576 $ 148,984 (1) No single country represented 10% of the Company’s revenues in the periods presented. |
Goodwill and Trademarks and O_2
Goodwill and Trademarks and Other Intangibles, net (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Changes in Carrying Amount of Goodwill by Segment | Goodwill by reportable operating segment and in total, and changes in the carrying amounts, as of the dates indicated are as follows: Women's Men's Home International Consolidated Net goodwill at January 1, 2019 — — — $ 26,099 $ 26,099 Impairment — — — — — Net goodwill at December 31, 2019 — — — 26,099 26,099 Impairment — — — — — Net goodwill at December 31, 2020 $ — $ — $ — $ 26,099 $ 26,099 |
Trademarks and Other Intangibles, net | Trademarks and other intangibles, net consist of the following: December 31, 2020 December 31, 2019 Estimated Lives in Years Gross Carrying Amount Accumulated Amortization Gross Carrying Amount Accumulated Amortization Indefinite-lived trademarks Indefinite $ 246,786 $ — $ 274,080 $ — Definite-lived trademarks 10-15 8,958 8,958 8,958 8,958 Licensing contracts 1-9 978 978 978 974 $ 256,722 $ 9,936 $ 284,016 $ 9,932 Trademarks and other intangibles, net $ 246,786 $ 274,084 |
Consolidated Entities, Joint _2
Consolidated Entities, Joint Ventures and Investments (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Investments In And Advances To Affiliates Schedule Of Investments [Abstract] | |
Equity Method Investments | Investments in Iconix China Through our ownership Ownership by Carrying Value of Investment as of Brands Placed Partner Iconix China December 31, 2020 Candie’s Candies Shanghai Fashion Co. Ltd. (2) 20% $ — Marc Ecko Shanghai MuXiang Apparel & Accessory Co. Limited (3) 0% — Material Girl Ningbo Material Girl Fashion Co. Ltd. (1) 0% — Ecko Unltd Ai Xi Enterprise (Shanghai) Co. Limited 20% 1,341 $ 1,341 (1) In March 2019, the Company sold its 20% interest in Ningbo Material Girl Fashion Co. Ltd. (“Material Girl China”) to Ningbo Peacebird Fashion & Accessories Co. Ltd. for $3.0 million in cash. Pursuant to the agreement, the sale price was reduced by an initial cash investment of $0.2 million, as well as $0.6 million of brand management expenses incurred since the inception of the Material Girl China entity, resulting in total net proceeds of $2.2 million. Additionally, Purim LLC, our MG Icon partner, is entitled to 33.3% of the net proceeds (or approximately $0.7 million) resulting in the Company’s portion of the net proceeds from the transaction to be approximately $1.5 million. As a result of this transaction, the Company recognized a gain of $0.2 million, which has been recorded within Other Income in the Company’s consolidated statement of operations during FY 2019. (2) As a result of recent losses, primarily due to the impact of COVID-19 on the retail industry, the Company determined that the losses associated with this investment were other than temporary and determined that the fair value of its investment was de minimis. Accordingly, the Company recorded an impairment charge of $9.8 million during FY 2020. (3) In August 2020, the Company rescinded the trademark rights for the Ecko/Marc Ecko brand in exchange for its equity interest in the joint venture and recorded an impairment charge of $9.7 million during FY 2020. |
Gains on Sale of Trademarks, _2
Gains on Sale of Trademarks, net (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Investments Debt And Equity Securities [Abstract] | |
Schedule of Gains on Sale of Trademarks, Net | The following table details transactions comprising gains on sales of trademarks, net in the consolidated statement of operations: For the Twelve Months Ended December 31, 2020 2019 Interest in Umbro trademark in Iconix China (1) $ 59,582 $ — Interest in Starter trademark in Iconix China (2) 14,523 — Net gains on sale of trademarks $ 74,105 $ — (1 ) (2) |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Fair Value Disclosures [Abstract] | |
Estimated Fair Values of Other Financial Instruments | The estimated fair values of other financial instruments subject to fair value disclosures, determined based on Level One inputs, including broker quotes or quoted market prices or rates for the same or similar instruments and the related carrying amounts, are as follows: December 31, 2020 December 31, 2019 Carrying Fair Value Carrying Fair Value Long-term debt, including current portion (1) $ 564,401 $ 442,751 $ 645,721 $ 556,187 (1) Carrying amounts include aggregate unamortized debt discount and debt issuance costs. |
Debt Arrangements (Tables)
Debt Arrangements (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Debt Disclosure [Abstract] | |
Net Carrying Amount of Debt | The Company’s net carrying amount of debt is comprised of the following: December 31, 2020 December 31, 2019 Senior Secured Notes $ 317,856 $ 338,130 Variable Funding Note, net of original issue discount 100,000 99,610 Senior Secured Term Loan, net of original issue discount 94,755 162,418 5.75% Convertible Notes (1) 50,868 47,277 Payroll Protection Program Loan 1,307 — Unamortized debt issuance costs (385 ) (1,714 ) Total debt 564,401 645,721 Less current maturities 28,433 61,976 Total long-term debt $ 535,968 $ 583,745 (1) Reflects the debt carrying amount, which is accounted for under the Fair Value Option in the consolidated balance sheet as of December 31, 2020 and December 31, 2019. The actual principal outstanding balance of the 5.75% Convertible Notes is $94.4 million and $94.4 million as of December 31, 2020 and December 31, 2019, respectively. |
Company's Debt Maturities on Calendar Year Basis | As of December 31, 2020, the Company’s debt maturities on a calendar year basis are as follows: Total 2021 2022 2023 2024 2025 Thereafter Senior Secured Notes $ 317,856 $ 3,451 $ — $ — $ — $ — $ 314,405 Variable Funding Notes $ 100,000 4,914 7,031 7,031 7,031 7,031 66,962 Senior Secured Term Loan (1) $ 94,755 19,284 75,471 — — — — 5.75% Convertible Notes (2) $ 50,868 — — 50,868 — — — Payroll Protection Program Loan (3) $ 1,307 784 523 — — — — Total $ 564,786 $ 28,433 $ 83,025 $ 57,899 $ 7,031 $ 7,031 $ 381,367 (1) Reflects the net debt carrying amount, effected by the outstanding balance of the original issue discount, in the consolidated balance sheet as of December 31, 2020. The actual principal outstanding balance of the Senior Secured Term Loan is $99.9 million as of December 31, 2020. (2) Reflects the debt carrying amount which is accounted for under the Fair Value Option in the consolidated balance sheet as of December 31, 2020. The actual principal outstanding balance of the 5.75% Convertible Notes is $94.4 million as of December 31, 2020. (3) The Payroll Protection Program Loan and related accrued interest are eligible for forgiveness, in whole or in part based on the usage of the proceeds. The Company intends to submit an application for the loan to be forgiven in conformity with the loan’s terms. The Company believes it qualifies for such forgiveness. However, there is no assurance the Company will be successful in obtaining approval from the U.S. Small Business Administration. |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Equity [Abstract] | |
Summary of Unvested Restricted Stock | The following tables summarize information about unvested restricted stock transactions: FY 2020 FY 2019 Shares Weighted Average Grant Date Fair Value Shares Weighted Average Grant Date Fair Value Non-vested, January 1, 326,844 $ 1.94 239,077 $ 2.68 Granted — — 329,145 1.70 Vested (196,332 ) 1.97 (241,082 ) 2.26 Forfeited/Canceled — — (296 ) 75.20 Non-vested, December 31, 130,512 $ 1.90 326,844 $ 1.94 |
Earnings (Loss) Per Share (Tabl
Earnings (Loss) Per Share (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Earnings Per Share [Abstract] | |
Reconciliation of Weighted Average Shares Used in Calculating Basic and Diluted Earnings Per Share | A reconciliation of weighted average shares used in calculating basic and diluted earnings per share follows: For the Year Ended December 31, (in thousands) 2020 2019 Basic 12,334 10,559 Effect of convertible notes subject to conversion — — Effect of assumed vesting of dilutive shares — — Diluted 12,334 10,559 |
Schedule of Impact on Earnings Per Share Calculation | For FY 2020 and FY 2019, adjustments to the Company’s redeemable non-controlling interest and effects of the potential conversion of the 5.75% Convertible Notes had impacts on the Company’s earnings per share calculations as follows: For the Year Ended December 31, 2020 2019 For earnings (loss) per share - basic: Net loss attributable to Iconix Brand Group, Inc. $ (7,336 ) $ (109,522 ) Accretion of redeemable non-controlling interest (29 ) — Net loss attributable to Iconix Brand Group, Inc. after the effect of accretion of redeemable non-controlling interest for basic earnings (loss) per share $ (7,365 ) $ (109,522 ) For earnings (loss) per share - diluted: Net loss attributable to Iconix Brand Group, Inc. $ (7,336 ) $ (109,522 ) Effect of potential conversion of 5.75% Convertible Notes — — Accretion of redeemable non-controlling interest (29 ) — Net loss attributable to Iconix Brand Group, Inc. after the effect of potential conversion of 5.75% Convertible Notes for diluted earnings (loss) per share $ (7,365 ) $ (109,522 ) Loss per share: Basic $ (0.60 ) $ (10.37 ) Diluted $ (0.60 ) $ (10.37 ) Weighted average number of common shares outstanding: Basic 12,334 10,559 Diluted 12,334 10,559 (1) |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Related Party Transactions [Abstract] | |
Summary of Royalty Revenue Recognized | The Company has entered into certain license agreements in which the core licensee is also one of our joint venture partners. In the case of Sports Direct International plc (“Sports Direct”), the Company maintains license agreements with Sports Direct, but in addition, during FY 2018, the Company entered into a cooperation agreement with Sports Direct that allowed Sports Direct to appoint two members to the Company’s Board of Directors. The cooperation agreement expired pursuant to its terms during the first quarter of 2019. As of December 31, 2020 and December 31, 2019, the Company recognized the following royalty revenue amounts: For the Twelve Months Ended December 31, Joint Venture Partner 2020 2019 M.G.S. Sports Trading Limited 400 440 Pac Brands USA, Inc. 329 363 Albion Equity Partners LLC / GL Damek 2,412 2,350 Li Ning 617 — MHMC (1) — 7 Sports Direct International plc 1,829 1,188 $ 5,587 $ 4,348 (1) As detailed in Note 4, as of July 2019, MHMC is no longer a related party . |
Operating Leases (Tables)
Operating Leases (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Leases [Abstract] | |
Summary of Components of Lease Cost | For the twelve months ended December 31, components of lease cost were as follows: For the Year Ended December 31, 2020 For the Year Ended December 31, 2019 Operating lease cost $ 2,238 $ 2,215 Short-term lease cost 148 537 Variable lease cost 376 396 $ 2,762 $ 3,148 |
Schedule of Maturities of Lease Liabilities Under Non-cancellable Leases | Maturities of lease liabilities under non-cancellable leases as of December 31, 2020 are as follows: Operating Leases 2021 $ 2,767 2022 2,171 2023 2,109 2024 1,079 Total undiscounted lease payments $ 8,126 Less: Imputed interest 1,004 Total lease liabilities $ 7,122 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Pre-Tax Book Loss | Pre-tax book loss for FY 2020 and FY 2019 were as follows: FY 2020 FY 2019 Domestic $ (92,883 ) $ (130,149 ) Foreign 87,702 35,907 Total pre-tax loss $ (5,181 ) $ (94,242 ) |
Income Tax Provision (Benefit) for Federal, and State and Local Income Taxes | The income tax provision (benefit) for federal, and state and local income taxes in the consolidated statement of operations consists of the following: Year Ended December 31, 2020 Year Ended December 31, 2019 Current: Federal $ (6,509 ) $ (1,012 ) State and local 21 (10 ) Foreign 3,552 6,785 Total current $ (2,936 ) $ 5,763 Deferred: Federal (185 ) 23 State and local 402 (103 ) Foreign 514 — Total deferred 731 (80 ) Total Provision $ (2,205 ) $ 5,683 |
Significant Components of Net Deferred Tax Assets and Liabilities | The significant components of net deferred tax assets and liabilities of the Company consist of the following: 2020 2019 State net operating loss carryforwards $ 6,117 $ 4,064 U.S. Federal net operating loss carryforwards 54,349 36,391 Receivable reserves 1,344 280 Interest expense limitation 20,387 16,779 Intangibles 59,358 96,177 Equity compensation 1,988 1,838 Foreign Tax Credit 8,722 5,252 Other 5,895 9,293 Total deferred tax assets 158,160 170,074 Valuation allowance (136,661 ) (143,453 ) Net deferred tax assets $ 21,499 $ 26,621 Depreciation — (284 ) Convertible notes (5,917 ) (6,451 ) Investment in joint ventures (20,778 ) (24,350 ) Total deferred tax liabilities (26,695 ) (31,085 ) Total net deferred tax liabilities $ (5,196 ) $ (4,464 ) Balance Sheet detail on total net deferred tax assets (liabilities): Non-current portion of net deferred tax assets — — Non-current portion of net deferred tax liabilities $ (5,196 ) $ (4,464 ) |
Rate Reconciliation Between Amount of Income Tax Provision (Benefit) at Federal Rate and Provision (Benefit) from Taxes on Loss Before Income Tax | The following is a rate reconciliation between the amount of income tax provision (benefit) at the Federal rate of 21% and provision (benefit) from taxes on loss before income taxes for FY 2020 and FY 2019, respectively: 2020 2019 Income tax benefit computed at the federal rate of 21% $ (1,089 ) $ (19,791 ) Increase (reduction) in income taxes resulting from: State and local income taxes (benefit), net of federal income tax 420 (115 ) Non-controlling interest (1,146 ) (2,552 ) Valuation allowance 1,330 21,842 Interest on income tax receivable — (1,253 ) Non-deductible interest expense 1,143 1,192 Non-deductible executive compensation 332 150 Foreign Earnings (rate differential) 3,467 8,300 Prior Year True Up (8 ) (2,400 ) US Tax Reform / CARES Act (6,686 ) 23 Other, net 32 287 Total $ (2,205 ) $ 5,683 |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Loss (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Equity [Abstract] | |
Schedule of Accumulated Other Comprehensive Loss | The following table sets forth the activity in accumulated other comprehensive loss for the years ended December 31, 2020 and December 31, 2019: Year ended December, 31 Accumulated Other Comprehensive Loss 2020 2019 Beginning Balance $ (54,643 ) $ (53,068 ) Foreign currency translation income (loss) 12,018 (1,575 ) Current period other comprehensive income (loss) 12,018 (1,575 ) Balance at December 31, $ (42,625 ) $ (54,643 ) |
Segment and Geographic Data (Ta
Segment and Geographic Data (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Segment Reporting [Abstract] | |
Net Revenues by Type of License and Information by Geographic Region | Reportable data for the Company’s operating segments were as follows: For the Twelve Months Ended December 31, 2020 2019 Licensing revenue: Women's $ 25,248 $ 37,491 Men's 22,737 36,793 Home 16,194 14,753 International 44,397 59,947 $ 108,576 $ 148,984 Operating income (loss): Women's $ 3,652 $ (961 ) Men's 10,103 24,878 Home 9,486 (4,932 ) International 20,621 23,487 Corporate 23,739 (74,004 ) $ 67,601 $ (31,532 ) |
Other Assets- Current and Lon_2
Other Assets- Current and Long-Term (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Deferred Costs Capitalized Prepaid And Other Assets Disclosure [Abstract] | |
Other Assets-Current and Long-Term | Other Assets – Current December 31, 2020 December 31, 2019 Other assets - current consisted of the following: US federal tax receivables $ — $ 1,115 Insurance receivable — 15,000 Prepaid advertising 209 275 Prepaid expenses 678 1,207 Prepaid income taxes 457 1,119 Prepaid insurance 372 2,042 Due from related parties 86 86 Other prepaid taxes 474 596 Other current assets $ 2,276 $ 21,440 Other Assets – Long Term December 31, 2020 December 31, 2019 Other noncurrent assets consisted of the following: Prepaid interest $ 4,322 $ 4,868 Deposits 357 707 Other noncurrent assets 1,117 1,205 Other noncurrent assets $ 5,796 $ 6,780 |
The Company - Additional Inform
The Company - Additional Information (Detail) | Dec. 31, 2020 |
Iconix Latin America | |
Significant Accounting Policies [Line Items] | |
Company ownership interest | 100.00% |
Iconix Canada | |
Significant Accounting Policies [Line Items] | |
Company ownership interest | 100.00% |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Additional Information (Detail) | Mar. 14, 2019 | Dec. 31, 2019USD ($) | Dec. 31, 2020USD ($)Entity | Dec. 31, 2019USD ($) |
Significant Accounting Policies [Line Items] | ||||
Number of consolidated joint ventures | Entity | 12 | |||
Accumulated deficit | $ (427,126,000) | $ (435,562,000) | $ (427,126,000) | |
Net loss | (7,336,000) | (109,522,000) | ||
Stock split, conversion ratio | 0.10 | |||
Reverse stock split | 1-for-10 reverse stock split | |||
Earnings in foreign subsidiaries | 0 | |||
Allowance for doubtful accounts | 14,300,000 | 6,500,000 | 14,300,000 | |
Derivative instruments, fair value | 0 | 0 | 0 | |
Impairment of equity method investment | 19,607,000 | 26,613,000 | ||
Impairment of goodwill | 0 | 0 | ||
Impairment of intangible assets, indefinite-lived | 35,053,000 | 65,587,000 | ||
Advertising expenses | $ 5,500,000 | 13,700,000 | ||
Marcy Media Holdings, LLC | ||||
Significant Accounting Policies [Line Items] | ||||
Impairment of equity method investment | 17,000,000 | |||
Marcy Media Holdings, LLC | Carter Parties Settlement | ||||
Significant Accounting Policies [Line Items] | ||||
Impairment of equity method investment | 17,000,000 | |||
MG Icon | ||||
Significant Accounting Policies [Line Items] | ||||
Impairment of equity method investment | $ 9,600,000 | 9,600,000 | ||
Write off of advances made to the entity | $ 2,600,000 | |||
Minimum | ||||
Significant Accounting Policies [Line Items] | ||||
Property, plant and equipment, useful life | 3 years | |||
Finite-lived intangible assets, useful life | 1 year | |||
Maximum | ||||
Significant Accounting Policies [Line Items] | ||||
Property, plant and equipment, useful life | 7 years | |||
Finite-lived intangible assets, useful life | 15 years | |||
Sales Revenue, Services, Net | Customer One | Customer Concentration Risk | ||||
Significant Accounting Policies [Line Items] | ||||
Concentration risk, percentage | 10.00% | 12.00% | ||
Sales Revenue, Services, Net | Customer Two | Customer Concentration Risk | ||||
Significant Accounting Policies [Line Items] | ||||
Concentration risk, percentage | 11.00% | |||
Accounts Receivable | Customer One | Customer Concentration Risk | ||||
Significant Accounting Policies [Line Items] | ||||
Concentration risk, percentage | 10.00% | 16.00% | ||
China | Ecko Mark/Ecko and Candies Joint Venture | ||||
Significant Accounting Policies [Line Items] | ||||
Impairment of equity method investment | $ 19,600,000 | |||
Subsidiaries | Non U.S | ||||
Significant Accounting Policies [Line Items] | ||||
Cash including restricted cash | $ 15,000,000 | |||
Percentage of cash including restricted cash held in foreign subsidiaries | 25.00% | |||
Earnings in foreign subsidiaries | $ 0 | |||
Novel Corona Virus Adverse Impact | ||||
Significant Accounting Policies [Line Items] | ||||
Accumulated deficit | (435,600,000) | |||
Net loss | $ (3,000,000) | $ (99,900,000) |
Summary of Revised Consolidated
Summary of Revised Consolidated Statement of Operations (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | 9 Months Ended | 12 Months Ended | ||
Jun. 30, 2020 | Mar. 31, 2020 | Jun. 30, 2020 | Sep. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Error Corrections And Prior Period Adjustments Restatement [Line Items] | ||||||
Selling, general and administrative expenses | $ 14,762 | $ 31,912 | $ 41,827 | $ 59,398 | $ 84,748 | |
Operating Income (loss) | 3,765 | (1,087) | 65,263 | 67,601 | (31,532) | |
Interest expense | $ 17,056 | 34,103 | 52,592 | 67,694 | 56,921 | |
Loss before income taxes | (5,181) | (94,242) | ||||
Provision for income taxes | (2,205) | 5,683 | ||||
Net Income (loss) | $ (15,464) | $ (21,001) | $ (36,466) | $ 10,236 | $ (2,976) | $ (99,925) |
Net loss per share - basic and diluted | $ (1.44) | $ (1.89) | $ (3.33) | $ (10.37) | ||
Earnings (loss) per share - basic | $ 0.54 | $ (0.60) | (10.37) | |||
Earnings (loss) per share - diluted | $ 0.37 | $ (0.60) | $ (10.37) | |||
As Reported | ||||||
Error Corrections And Prior Period Adjustments Restatement [Line Items] | ||||||
Selling, general and administrative expenses | $ 14,978 | $ 32,128 | $ 42,043 | $ 83,996 | ||
Operating Income (loss) | 3,549 | (1,303) | 65,047 | (30,780) | ||
Interest expense | $ 16,713 | 33,760 | 52,249 | 57,264 | ||
Loss before income taxes | (93,833) | |||||
Provision for income taxes | 8,083 | |||||
Net Income (loss) | $ (15,680) | $ (20,658) | $ (36,339) | $ 10,363 | $ (101,916) | |
Net loss per share - basic and diluted | $ (1.46) | $ (1.86) | $ (3.32) | $ (10.56) | ||
Earnings (loss) per share - basic | $ 0.55 | |||||
Earnings (loss) per share - diluted | $ 0.37 | |||||
Adjustments | ||||||
Error Corrections And Prior Period Adjustments Restatement [Line Items] | ||||||
Selling, general and administrative expenses | $ (216) | $ (216) | $ (216) | $ 752 | ||
Operating Income (loss) | 216 | 216 | 216 | (752) | ||
Interest expense | $ 343 | 343 | 343 | (343) | ||
Loss before income taxes | (409) | |||||
Provision for income taxes | (2,400) | |||||
Net Income (loss) | $ 216 | $ (343) | $ (127) | $ (127) | $ 1,991 | |
Net loss per share - basic and diluted | $ 0.02 | $ (0.03) | $ (0.01) | $ 0.19 | ||
Earnings (loss) per share - basic | $ (0.01) |
Summary of Revised Consolidat_2
Summary of Revised Consolidated Balance Sheets (Detail) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Error Corrections And Prior Period Adjustments Restatement [Line Items] | |||
Accounts payable and accrued expenses | $ 29,847 | $ 49,512 | |
Total current liabilities | 67,237 | 129,964 | |
Redeemable Non-Controlling Interest | 24,321 | 33,069 | |
Accumulated deficit | (435,562) | (427,126) | |
Non-Controlling Interest | 26,604 | 27,913 | |
Total Stockholders' Deficit | $ (248,589) | (252,976) | $ (145,735) |
As Reported | |||
Error Corrections And Prior Period Adjustments Restatement [Line Items] | |||
Accounts payable and accrued expenses | 51,503 | ||
Total current liabilities | 131,955 | ||
Redeemable Non-Controlling Interest | 34,461 | ||
Accumulated deficit | (429,117) | ||
Non-Controlling Interest | 26,521 | ||
Total Stockholders' Deficit | (256,359) | ||
Adjustments | |||
Error Corrections And Prior Period Adjustments Restatement [Line Items] | |||
Accounts payable and accrued expenses | (1,991) | ||
Total current liabilities | (1,991) | ||
Redeemable Non-Controlling Interest | (1,392) | ||
Accumulated deficit | 1,991 | ||
Non-Controlling Interest | 1,392 | ||
Total Stockholders' Deficit | $ 3,383 |
Revenue Recognition - Additiona
Revenue Recognition - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Jan. 01, 2021 | |
Disaggregation Of Revenue [Line Items] | |||
Licensing revenue | $ 108,576 | $ 148,984 | |
Type of Revenue [Extensible List] | us-gaap:LicenseMember | us-gaap:LicenseMember | |
Contract assets, current | $ 13,842 | $ 9,448 | |
Contract assets, long term | 11,415 | 11,807 | |
Impairment loss of contract assets | 4,467 | 5,143 | |
ASC 606 | |||
Disaggregation Of Revenue [Line Items] | |||
Deferred revenue | $ 4,100 | ||
ASC 606 | Other Assets | |||
Disaggregation Of Revenue [Line Items] | |||
Contract assets term | 1 year | ||
ASC 606 | Other Assets - Current | |||
Disaggregation Of Revenue [Line Items] | |||
Contract assets, current | $ 13,800 | 9,400 | |
ASC 606 | Other Assets Noncurrent | |||
Disaggregation Of Revenue [Line Items] | |||
Contract assets, long term | 11,400 | 11,800 | |
Subsequent Event | |||
Disaggregation Of Revenue [Line Items] | |||
Revenue, remaining performance obligation | $ 380,900 | ||
International | |||
Disaggregation Of Revenue [Line Items] | |||
Licensing revenue | $ 900 | $ 900 | |
Type of Revenue [Extensible List] | us-gaap:LicenseMember | us-gaap:LicenseMember | |
Cost of goods sold | $ 800 | $ 900 | |
Type of Cost, Good or Service [Extensible List] | Selling, General and Administrative Expenses | Selling, General and Administrative Expenses |
Revenue Recognition - Summary o
Revenue Recognition - Summary of Revenues Disaggregated by License Type (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | ||
Disaggregation Of Revenue [Line Items] | |||
Type of Revenue [Extensible List] | us-gaap:LicenseMember | us-gaap:LicenseMember | |
Total revenue | $ 108,576 | $ 148,984 | |
Direct To Retail License | |||
Disaggregation Of Revenue [Line Items] | |||
Total revenue | 31,066 | 42,818 | |
Wholesale License | |||
Disaggregation Of Revenue [Line Items] | |||
Total revenue | 76,470 | 105,059 | |
Other Licenses | |||
Disaggregation Of Revenue [Line Items] | |||
Total revenue | [1] | $ 1,040 | $ 1,107 |
[1] | Included in Other licenses for FY 2020 is $0.9 million of revenue associated with the Umbro business purchases discussed above as compared to $0.9 million for FY 2019. |
Revenue Recognition - Summary_2
Revenue Recognition - Summary of Revenues Disaggregated by License Type (Parenthetical) (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | ||
Disaggregation Of Revenue [Line Items] | |||
Total revenue | $ 108,576 | $ 148,984 | |
Other Licenses | |||
Disaggregation Of Revenue [Line Items] | |||
Total revenue | [1] | 1,040 | 1,107 |
Other Licenses | Umbro Business | |||
Disaggregation Of Revenue [Line Items] | |||
Total revenue | $ 900 | $ 900 | |
[1] | Included in Other licenses for FY 2020 is $0.9 million of revenue associated with the Umbro business purchases discussed above as compared to $0.9 million for FY 2019. |
Revenue Recognition - Summary_3
Revenue Recognition - Summary of Revenues Disaggregated by Geography (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | ||
Disaggregation Of Revenue [Line Items] | |||
Total revenue | $ 108,576 | $ 148,984 | |
UNITED STATES | |||
Disaggregation Of Revenue [Line Items] | |||
Total revenue | 65,000 | 88,444 | |
Other | |||
Disaggregation Of Revenue [Line Items] | |||
Total revenue | [1] | $ 43,576 | $ 60,540 |
[1] | No single country represented 10% of the Company’s revenues in the periods presented. |
Revenue Recognition - Additio_2
Revenue Recognition - Additional Information (Detail1) - USD ($) $ in Millions | Dec. 31, 2020 | Dec. 31, 2019 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2021-01-01 | ||
Disaggregation Of Revenue [Line Items] | ||
Revenue, remaining performance obligation | $ 63.4 | |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 1 year | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2022-01-01 | ||
Disaggregation Of Revenue [Line Items] | ||
Revenue, remaining performance obligation | $ 61.7 | |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 1 year | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2023-01-01 | ||
Disaggregation Of Revenue [Line Items] | ||
Revenue, remaining performance obligation | $ 58.2 | |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 1 year | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2024-01-01 | ||
Disaggregation Of Revenue [Line Items] | ||
Revenue, remaining performance obligation | $ 46.9 | |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 1 year | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2025-01-01 | ||
Disaggregation Of Revenue [Line Items] | ||
Revenue, remaining performance obligation | $ 39.5 | |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 1 year | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2026-01-01 | ||
Disaggregation Of Revenue [Line Items] | ||
Revenue, remaining performance obligation | $ 111.2 | |
Revenue, remaining performance obligation, expected timing of satisfaction, period |
Changes in Carrying Amount of G
Changes in Carrying Amount of Goodwill by Segment (Detail) - USD ($) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Goodwill [Line Items] | ||
Net goodwill | $ 26,099,000 | $ 26,099,000 |
Impairment | 0 | 0 |
Net goodwill | 26,099,000 | 26,099,000 |
International | ||
Goodwill [Line Items] | ||
Net goodwill | 26,099,000 | 26,099,000 |
Net goodwill | $ 26,099,000 | $ 26,099,000 |
Goodwill and Trademarks and O_3
Goodwill and Trademarks and Other Intangibles, net - Additional Information (Detail) | 1 Months Ended | 12 Months Ended | |
Sep. 30, 2020USD ($) | Dec. 31, 2020USD ($)Segment | Dec. 31, 2019USD ($) | |
Intangible Assets By Major Class [Line Items] | |||
Number of reportable segments | Segment | 4 | ||
Impairment of goodwill | $ 0 | $ 0 | |
Impairment of intangible assets, indefinite-lived | 35,053,000 | 65,587,000 | |
Proceeds from loan to equity investee | 2,750,000 | ||
Impairment loss of contract assets | 4,467,000 | 5,143,000 | |
Amortization expense for intangible assets | 100,000 | ||
Projects amortization expenses, 2021 | 0 | ||
Projects amortization expenses, 2022 | 0 | ||
Projects amortization expenses, 2023 | 0 | ||
Projects amortization expenses, 2024 | 0 | ||
Projects amortization expenses, 2025 | 0 | ||
Maximum | |||
Intangible Assets By Major Class [Line Items] | |||
Amortization expense for intangible assets | 100,000 | ||
Umbro China Limited | |||
Intangible Assets By Major Class [Line Items] | |||
Proceeds from loan to equity investee | 62,500,000 | ||
Gain on sale of equity investments | 59,600,000 | ||
Costs associated with sale consisted of broker’s commission | 2,900,000 | ||
Starter China Limited | |||
Intangible Assets By Major Class [Line Items] | |||
Proceeds from loan to equity investee | $ 16,000,000 | 16,000,000 | |
Gain on sale of equity investments | 14,500,000 | ||
Indefinite lived trademark | 1,100,000 | ||
Impairment loss of contract assets | 1,500,000 | ||
Trademarks | |||
Intangible Assets By Major Class [Line Items] | |||
Impairment of the definite-lived trademarks | 0 | 0 | |
Trademarks | Umbro China Limited | |||
Intangible Assets By Major Class [Line Items] | |||
Proceeds from loan to equity investee | 59,600,000 | ||
Trademarks | Starter China Limited | |||
Intangible Assets By Major Class [Line Items] | |||
Proceeds from loan to equity investee | 15,600,000 | ||
Operating Segments | Trademarks | |||
Intangible Assets By Major Class [Line Items] | |||
Impairment of intangible assets, indefinite-lived | 35,100,000 | 65,600,000 | |
Women's | Operating Segments | Trademarks | |||
Intangible Assets By Major Class [Line Items] | |||
Impairment of intangible assets, indefinite-lived | 19,600,000 | 35,300,000 | |
Men's | Operating Segments | Trademarks | |||
Intangible Assets By Major Class [Line Items] | |||
Impairment of intangible assets, indefinite-lived | 5,200,000 | 800,000 | |
Home | Operating Segments | Trademarks | |||
Intangible Assets By Major Class [Line Items] | |||
Impairment of intangible assets, indefinite-lived | 5,200,000 | 17,800,000 | |
International | Operating Segments | Trademarks | |||
Intangible Assets By Major Class [Line Items] | |||
Impairment of intangible assets, indefinite-lived | $ 5,100,000 | $ 11,700,000 |
Trademarks and Other Intangible
Trademarks and Other Intangibles, net (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Intangible Assets By Major Class [Line Items] | ||
Gross Carrying Amount | $ 256,722 | $ 284,016 |
Accumulated Amortization | 9,936 | 9,932 |
Net Carrying Amount | 246,786 | 274,084 |
Indefinite-lived trademarks | ||
Intangible Assets By Major Class [Line Items] | ||
Indefinite-lived, Gross Carrying Amount | $ 246,786 | 274,080 |
Minimum | ||
Intangible Assets By Major Class [Line Items] | ||
Estimated Lives in Years | 1 year | |
Maximum | ||
Intangible Assets By Major Class [Line Items] | ||
Estimated Lives in Years | 15 years | |
Trademarks | ||
Intangible Assets By Major Class [Line Items] | ||
Finite Lived, Gross Carrying Amount | $ 8,958 | 8,958 |
Accumulated Amortization | $ 8,958 | 8,958 |
Trademarks | Minimum | ||
Intangible Assets By Major Class [Line Items] | ||
Estimated Lives in Years | 10 years | |
Trademarks | Maximum | ||
Intangible Assets By Major Class [Line Items] | ||
Estimated Lives in Years | 15 years | |
Licensing contracts | ||
Intangible Assets By Major Class [Line Items] | ||
Finite Lived, Gross Carrying Amount | $ 978 | 978 |
Accumulated Amortization | $ 978 | $ 974 |
Licensing contracts | Minimum | ||
Intangible Assets By Major Class [Line Items] | ||
Estimated Lives in Years | 1 year | |
Licensing contracts | Maximum | ||
Intangible Assets By Major Class [Line Items] | ||
Estimated Lives in Years | 9 years |
Consolidated Entities, Joint _3
Consolidated Entities, Joint Ventures and Investments - Additional Information (Detail) ₨ in Millions | Dec. 02, 2020USD ($) | Apr. 26, 2011USD ($) | Mar. 31, 2021USD ($) | Feb. 28, 2021USD ($) | Sep. 30, 2020USD ($) | Jul. 31, 2019USD ($) | Jul. 31, 2018USD ($) | Apr. 30, 2018 | Oct. 31, 2016USD ($) | Jul. 31, 2016USD ($) | Feb. 28, 2015USD ($) | Dec. 31, 2014USD ($) | Sep. 30, 2014USD ($) | Jun. 30, 2014USD ($) | Jan. 31, 2014USD ($) | Oct. 31, 2013USD ($) | Jul. 31, 2013USD ($) | Feb. 28, 2013USD ($) | Dec. 31, 2012USD ($) | Jun. 30, 2012USD ($) | Mar. 31, 2010USD ($) | May 31, 2009USD ($)shares | Dec. 31, 2020USD ($) | Sep. 30, 2020USD ($) | Dec. 31, 2019USD ($) | Sep. 30, 2019USD ($) | Mar. 31, 2018USD ($) | Sep. 30, 2017USD ($) | Jun. 30, 2020USD ($) | Dec. 31, 2020USD ($)Multiplier | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($)Multiplier | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | Jun. 30, 2018 | Jun. 30, 2017USD ($) | Nov. 30, 2013USD ($) | Sep. 30, 2013USD ($) | Jun. 30, 2012INR (₨) | Dec. 31, 2009 |
Schedule Of Investments [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Payments to acquire ownership interest | $ 2,750,000 | ||||||||||||||||||||||||||||||||||||||||||
Payment received upon sale interest in subsidiary | 2,750,000 | ||||||||||||||||||||||||||||||||||||||||||
Redeemable non-controlling interest | $ 24,321,000 | $ 33,069,000 | $ 24,321,000 | $ 33,069,000 | |||||||||||||||||||||||||||||||||||||||
Type of Revenue [Extensible List] | us-gaap:LicenseMember | us-gaap:LicenseMember | |||||||||||||||||||||||||||||||||||||||||
Additional equity interest acquisition date | 2017-02 | ||||||||||||||||||||||||||||||||||||||||||
Investment impairment | $ 19,607,000 | $ 26,613,000 | |||||||||||||||||||||||||||||||||||||||||
Noncontrolling interest | 26,604,000 | 27,913,000 | 26,604,000 | 27,913,000 | |||||||||||||||||||||||||||||||||||||||
Impairment of equity method investment | 2,400,000 | $ 17,200,000 | |||||||||||||||||||||||||||||||||||||||||
Distributions from equity investments | 3,928,000 | 2,681,000 | |||||||||||||||||||||||||||||||||||||||||
Lee Cooper And Umbro Brands | |||||||||||||||||||||||||||||||||||||||||||
Schedule Of Investments [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Business acquisition purchase price, cash paid | $ 3,500,000 | ||||||||||||||||||||||||||||||||||||||||||
Percentage of interest sold in equity method investment | 70.00% | ||||||||||||||||||||||||||||||||||||||||||
Business acquisition total purchase price | $ 24,700,000 | ||||||||||||||||||||||||||||||||||||||||||
Company purchased the Umbro China and Lee Cooper brands | 24,700,000 | ||||||||||||||||||||||||||||||||||||||||||
Note receivable | 9,400,000 | ||||||||||||||||||||||||||||||||||||||||||
Adjustments to additional paid in capital of excess purchase price over non-controlling interest | 2,200,000 | ||||||||||||||||||||||||||||||||||||||||||
Lee Cooper And Umbro Brands | Accounts Payable And Accrued Liabilities | |||||||||||||||||||||||||||||||||||||||||||
Schedule Of Investments [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities | 5,200,000 | ||||||||||||||||||||||||||||||||||||||||||
Lee Cooper And Umbro Brands | Other Noncurrent Liabilities | |||||||||||||||||||||||||||||||||||||||||||
Schedule Of Investments [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities | 5,400,000 | ||||||||||||||||||||||||||||||||||||||||||
Hong Kong MH Umbro International Co. Limited | |||||||||||||||||||||||||||||||||||||||||||
Schedule Of Investments [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Business acquisition purchase price, cash paid | $ 25,000,000 | ||||||||||||||||||||||||||||||||||||||||||
Business acquisition completion period | 4 years | ||||||||||||||||||||||||||||||||||||||||||
Equity ownership percentage | 50.00% | ||||||||||||||||||||||||||||||||||||||||||
LiNing | |||||||||||||||||||||||||||||||||||||||||||
Schedule Of Investments [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Equity Interest Acquisition Commencement Date | Jun. 30, 2020 | ||||||||||||||||||||||||||||||||||||||||||
Equity Interest Sale Cash Consideration On Commencement Date | $ 5,400,000 | ||||||||||||||||||||||||||||||||||||||||||
Alberta ULC | |||||||||||||||||||||||||||||||||||||||||||
Schedule Of Investments [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Business acquisition purchase price, cash paid | $ 76,500,000 | ||||||||||||||||||||||||||||||||||||||||||
Ownership interest acquired | 51.00% | ||||||||||||||||||||||||||||||||||||||||||
Modern Amusement | |||||||||||||||||||||||||||||||||||||||||||
Schedule Of Investments [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Business acquisition purchase price, cash paid | $ 5,000,000 | ||||||||||||||||||||||||||||||||||||||||||
Ownership interest acquired | 51.00% | ||||||||||||||||||||||||||||||||||||||||||
Hardy Way | |||||||||||||||||||||||||||||||||||||||||||
Schedule Of Investments [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Business acquisition purchase price, cash paid | $ 9,000,000 | ||||||||||||||||||||||||||||||||||||||||||
Ownership interest acquired | 85.00% | 50.00% | |||||||||||||||||||||||||||||||||||||||||
Business acquisition total purchase price | $ 62,000,000 | $ 17,000,000 | |||||||||||||||||||||||||||||||||||||||||
Business acquisition purchase price, common stock issued, shares | shares | 58,868 | ||||||||||||||||||||||||||||||||||||||||||
Business acquisition purchase price, common stock issued, value | $ 8,000,000 | ||||||||||||||||||||||||||||||||||||||||||
Hardy Way | Addition capital | |||||||||||||||||||||||||||||||||||||||||||
Schedule Of Investments [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Business acquisition purchase price, common stock issued, value | $ 1,000,000 | ||||||||||||||||||||||||||||||||||||||||||
Umbro China Limited | Hong Kong MH Umbro International Co. Limited | |||||||||||||||||||||||||||||||||||||||||||
Schedule Of Investments [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Proceeds from sale of interest | $ 2,500,000 | ||||||||||||||||||||||||||||||||||||||||||
Percentage of interest sold | 5.00% | ||||||||||||||||||||||||||||||||||||||||||
Noncontrolling interest | $ 1,800,000 | $ 1,800,000 | |||||||||||||||||||||||||||||||||||||||||
Reliance Brands Limited | |||||||||||||||||||||||||||||||||||||||||||
Schedule Of Investments [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Additional amount agreed to be contributed as working capital | $ 500,000 | ₨ 25 | |||||||||||||||||||||||||||||||||||||||||
MG Icon | |||||||||||||||||||||||||||||||||||||||||||
Schedule Of Investments [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Payments to acquire ownership interest | $ 4,000,000 | ||||||||||||||||||||||||||||||||||||||||||
Ownership interest acquired | 50.00% | ||||||||||||||||||||||||||||||||||||||||||
Business acquisition total purchase price | $ 20,000,000 | ||||||||||||||||||||||||||||||||||||||||||
Business consideration payable | $ 3,000,000 | ||||||||||||||||||||||||||||||||||||||||||
Distributions from equity investments | $ 23,000,000 | ||||||||||||||||||||||||||||||||||||||||||
Administrative Manager | |||||||||||||||||||||||||||||||||||||||||||
Schedule Of Investments [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Percentage of gross revenue paid monthly as services fee | 5.00% | ||||||||||||||||||||||||||||||||||||||||||
Local Manager | |||||||||||||||||||||||||||||||||||||||||||
Schedule Of Investments [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Percentage of gross revenue paid monthly as services fee | 15.00% | ||||||||||||||||||||||||||||||||||||||||||
Minimum | LiNing | |||||||||||||||||||||||||||||||||||||||||||
Schedule Of Investments [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Aggregate percentage of interest in newly registered company in Hong Kong | 30.00% | ||||||||||||||||||||||||||||||||||||||||||
Minimum | MG Icon | |||||||||||||||||||||||||||||||||||||||||||
Schedule Of Investments [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Preferred profit distribution to the Company | $ 23,000,000 | ||||||||||||||||||||||||||||||||||||||||||
Maximum | Hong Kong MH Umbro International Co. Limited | |||||||||||||||||||||||||||||||||||||||||||
Schedule Of Investments [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Aggregate percentage of interest in newly registered company in Hong Kong | 50.00% | ||||||||||||||||||||||||||||||||||||||||||
Maximum | LiNing | |||||||||||||||||||||||||||||||||||||||||||
Schedule Of Investments [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Aggregate percentage of interest in newly registered company in Hong Kong | 50.00% | ||||||||||||||||||||||||||||||||||||||||||
Aggregate Cash Consideration Payment Increase | $ 8,600,000 | ||||||||||||||||||||||||||||||||||||||||||
Pony International, LLC. | |||||||||||||||||||||||||||||||||||||||||||
Schedule Of Investments [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Business acquisition purchase price, cash paid | $ 37,000,000 | ||||||||||||||||||||||||||||||||||||||||||
Ownership interest acquired | 75.00% | ||||||||||||||||||||||||||||||||||||||||||
Percentage of minority interest in subsidiary | 25.00% | ||||||||||||||||||||||||||||||||||||||||||
Pony International, LLC. | Subsequent Event | |||||||||||||||||||||||||||||||||||||||||||
Schedule Of Investments [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Business acquisition purchase price, cash paid | $ 2,000,000 | ||||||||||||||||||||||||||||||||||||||||||
Ownership interest acquired | 25.00% | ||||||||||||||||||||||||||||||||||||||||||
Iconix Europe | |||||||||||||||||||||||||||||||||||||||||||
Schedule Of Investments [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Percentage of minority interest in subsidiary | 49.00% | ||||||||||||||||||||||||||||||||||||||||||
Hydraulic IP Holdings | |||||||||||||||||||||||||||||||||||||||||||
Schedule Of Investments [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Business acquisition purchase price, cash paid | $ 6,000,000 | ||||||||||||||||||||||||||||||||||||||||||
Ownership interest acquired | 51.00% | 51.00% | |||||||||||||||||||||||||||||||||||||||||
Top On International Group, LLC | |||||||||||||||||||||||||||||||||||||||||||
Schedule Of Investments [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Percentage of minority interest in subsidiary | 49.00% | 49.00% | |||||||||||||||||||||||||||||||||||||||||
Hydraulic IP Holdings LLC | Variable Interest Entity, Primary Beneficiary | |||||||||||||||||||||||||||||||||||||||||||
Schedule Of Investments [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Percentage of company ownership | 51.00% | ||||||||||||||||||||||||||||||||||||||||||
Ownership interest acquired | 49.00% | ||||||||||||||||||||||||||||||||||||||||||
Ownership interest | 100.00% | ||||||||||||||||||||||||||||||||||||||||||
I Brands International L L C | |||||||||||||||||||||||||||||||||||||||||||
Schedule Of Investments [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Percentage of company ownership | 15.00% | 15.00% | |||||||||||||||||||||||||||||||||||||||||
Investment impairment | $ 2,500,000 | ||||||||||||||||||||||||||||||||||||||||||
Buffalo International Unlimited Liability Corporation | |||||||||||||||||||||||||||||||||||||||||||
Schedule Of Investments [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Percentage of minority interest in subsidiary | 49.00% | ||||||||||||||||||||||||||||||||||||||||||
Umbro China Limited | |||||||||||||||||||||||||||||||||||||||||||
Schedule Of Investments [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Percentage of company ownership | 100.00% | ||||||||||||||||||||||||||||||||||||||||||
Payment received upon sale interest in subsidiary | $ 62,500,000 | ||||||||||||||||||||||||||||||||||||||||||
Gain on sale of interest in subsidiary | 59,600,000 | ||||||||||||||||||||||||||||||||||||||||||
Umbro China Limited | Hong Kong MH Umbro International Co. Limited | |||||||||||||||||||||||||||||||||||||||||||
Schedule Of Investments [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Payments to acquire ownership interest | $ 1,300,000 | ||||||||||||||||||||||||||||||||||||||||||
Ownership interest acquired | 5.00% | ||||||||||||||||||||||||||||||||||||||||||
Danskin China Limited | Li Ning Sports (Hong Kong) Company Ltd | |||||||||||||||||||||||||||||||||||||||||||
Schedule Of Investments [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Percentage of equity ownership interest sold | 10.00% | ||||||||||||||||||||||||||||||||||||||||||
Sale of ownership interest | $ 1,600,000 | ||||||||||||||||||||||||||||||||||||||||||
Danskin China Limited | Subsequent Event | Li Ning Sports (Hong Kong) Company Ltd | |||||||||||||||||||||||||||||||||||||||||||
Schedule Of Investments [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Percentage of equity ownership interest sold | 10.00% | ||||||||||||||||||||||||||||||||||||||||||
Sale of ownership interest | $ 1,800,000 | ||||||||||||||||||||||||||||||||||||||||||
Starter China Limited | |||||||||||||||||||||||||||||||||||||||||||
Schedule Of Investments [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Payment received upon sale interest in subsidiary | $ 16,000,000 | 16,000,000 | |||||||||||||||||||||||||||||||||||||||||
Gain on sale of interest in subsidiary | 14,500,000 | ||||||||||||||||||||||||||||||||||||||||||
Starter China Limited | Photosynthesis Holdings, Co. Ltd | |||||||||||||||||||||||||||||||||||||||||||
Schedule Of Investments [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Gain on sale of interest in subsidiary | $ 14,500,000 | ||||||||||||||||||||||||||||||||||||||||||
Additional percentage of ownership interest sold | 10.00% | ||||||||||||||||||||||||||||||||||||||||||
Description of completed date of sale | Company completed the sale of Starter China in September, 2020 | ||||||||||||||||||||||||||||||||||||||||||
Starter China Limited | Photosynthesis Holdings, Co. Ltd | Sale Agreement Over Three-Year Period from January 15, 2020 | |||||||||||||||||||||||||||||||||||||||||||
Schedule Of Investments [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Cash consideration from sale of equity interest | $ 20,000,000 | ||||||||||||||||||||||||||||||||||||||||||
Starter China Limited | Photosynthesis Holdings, Co. Ltd | Sale Agreement Over Three-Year Period from January 16, 2022 | |||||||||||||||||||||||||||||||||||||||||||
Schedule Of Investments [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Cash consideration from sale of equity interest | $ 2,700,000 | ||||||||||||||||||||||||||||||||||||||||||
Percentage of royalty received as consideration | 2.50% | ||||||||||||||||||||||||||||||||||||||||||
Starter China Limited | Minimum | Photosynthesis Holdings, Co. Ltd | |||||||||||||||||||||||||||||||||||||||||||
Schedule Of Investments [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Percentage of minority interest in subsidiary | 50.00% | ||||||||||||||||||||||||||||||||||||||||||
Starter China Limited | Maximum | Photosynthesis Holdings, Co. Ltd | |||||||||||||||||||||||||||||||||||||||||||
Schedule Of Investments [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Percentage of minority interest in subsidiary | 60.00% | ||||||||||||||||||||||||||||||||||||||||||
Lee Cooper China Limited | POS Lee Cooper HK Co. Ltd | Share Purchase Agreement | |||||||||||||||||||||||||||||||||||||||||||
Schedule Of Investments [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Business acquisition total purchase price | $ 16,000,000 | ||||||||||||||||||||||||||||||||||||||||||
Lee Cooper China Limited | Minimum | POS Lee Cooper HK Co. Ltd | |||||||||||||||||||||||||||||||||||||||||||
Schedule Of Investments [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Percentage of minority interest in subsidiary | 50.00% | ||||||||||||||||||||||||||||||||||||||||||
Iconix Australia | |||||||||||||||||||||||||||||||||||||||||||
Schedule Of Investments [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Percentage of company ownership | 55.00% | ||||||||||||||||||||||||||||||||||||||||||
Business acquisition purchase price, cash paid | $ 700,000 | ||||||||||||||||||||||||||||||||||||||||||
Ownership interest acquired | 5.00% | ||||||||||||||||||||||||||||||||||||||||||
Percentage of minority interest in subsidiary | 45.00% | ||||||||||||||||||||||||||||||||||||||||||
Redeemable non-controlling interest | $ 3,000,000 | $ 3,000,000 | |||||||||||||||||||||||||||||||||||||||||
Cash payment for acquisition of assets | $ 5,900,000 | ||||||||||||||||||||||||||||||||||||||||||
Iconix China Holdings Limited | |||||||||||||||||||||||||||||||||||||||||||
Schedule Of Investments [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Additional amount agreed to be contributed as working capital | 2,000,000 | ₨ 100 | |||||||||||||||||||||||||||||||||||||||||
Marcy Media Holdings | |||||||||||||||||||||||||||||||||||||||||||
Schedule Of Investments [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Payment received upon sale interest in subsidiary | 15,000,000 | ||||||||||||||||||||||||||||||||||||||||||
Percentage of minority interest in subsidiary | 5.00% | ||||||||||||||||||||||||||||||||||||||||||
Cash payment for acquisition of assets | $ 32,000,000 | ||||||||||||||||||||||||||||||||||||||||||
Impairment charge | $ 17,000,000 | ||||||||||||||||||||||||||||||||||||||||||
Iconix Lifestyle India Private Limited | |||||||||||||||||||||||||||||||||||||||||||
Schedule Of Investments [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Payment received upon sale interest in subsidiary | $ 2,000,000 | ||||||||||||||||||||||||||||||||||||||||||
Percentage of interest sold in equity method investment | 50.00% | 50.00% | |||||||||||||||||||||||||||||||||||||||||
Receivable for investments sold | $ 4,000,000 | ||||||||||||||||||||||||||||||||||||||||||
Committed amount receivable period | 48 months | ||||||||||||||||||||||||||||||||||||||||||
Price for sale of interest in a subsidiary | $ 6,000,000 | ||||||||||||||||||||||||||||||||||||||||||
Net gain recognized on sale of interest in subsidiary | $ 2,300,000 | ||||||||||||||||||||||||||||||||||||||||||
Iconix Lifestyle India Private Limited | Note Receivable | |||||||||||||||||||||||||||||||||||||||||||
Schedule Of Investments [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Receivable for investments sold | 1,000,000 | 1,000,000 | |||||||||||||||||||||||||||||||||||||||||
Iconix Middle East | |||||||||||||||||||||||||||||||||||||||||||
Schedule Of Investments [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Payment received upon sale interest in subsidiary | $ 6,300,000 | ||||||||||||||||||||||||||||||||||||||||||
Percentage of interest sold in equity method investment | 50.00% | 50.00% | |||||||||||||||||||||||||||||||||||||||||
Agreed price for sale of interest in a subsidiary | $ 18,800,000 | $ 18,800,000 | |||||||||||||||||||||||||||||||||||||||||
Receivable for investments sold | $ 12,500,000 | 12,500,000 | |||||||||||||||||||||||||||||||||||||||||
Committed amount receivable period | 24 months | ||||||||||||||||||||||||||||||||||||||||||
Redeemable non-controlling interest | $ 13,100,000 | $ 13,100,000 | |||||||||||||||||||||||||||||||||||||||||
Agreement Percentage | 120.00% | 120.00% | |||||||||||||||||||||||||||||||||||||||||
Payment made to subsidiary for diligence and Market analysis | $ 3,100,000 | ||||||||||||||||||||||||||||||||||||||||||
Percentage of additional equity interest to be acquired by exercising call right | 5.00% | ||||||||||||||||||||||||||||||||||||||||||
Equity method investment cash Consideration | $ 1,800,000 | ||||||||||||||||||||||||||||||||||||||||||
Increased ownership percentage | 55.00% | ||||||||||||||||||||||||||||||||||||||||||
Iconix Middle East | Five-Year Put/Call Options | |||||||||||||||||||||||||||||||||||||||||||
Schedule Of Investments [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Put/Call option period | 6 months | ||||||||||||||||||||||||||||||||||||||||||
Put/Call option commencement date | Jul. 1, 2022 | ||||||||||||||||||||||||||||||||||||||||||
Multiplier on put and call options | Multiplier | 5.5 | ||||||||||||||||||||||||||||||||||||||||||
Iconix Middle East | Five-Year Put/Call Options | Minimum | |||||||||||||||||||||||||||||||||||||||||||
Schedule Of Investments [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Royalty revenue | $ 12,000,000 | ||||||||||||||||||||||||||||||||||||||||||
Type of Revenue [Extensible List] | Royalty | ||||||||||||||||||||||||||||||||||||||||||
Iconix Middle East | Eight-Year Put/Call Options | |||||||||||||||||||||||||||||||||||||||||||
Schedule Of Investments [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Put/Call option period | 6 months | ||||||||||||||||||||||||||||||||||||||||||
Put/Call option commencement date | Jul. 1, 2022 | ||||||||||||||||||||||||||||||||||||||||||
Multiplier on put and call options | Multiplier | 5.5 | ||||||||||||||||||||||||||||||||||||||||||
Iconix Middle East | Eight-Year Put/Call Options | Minimum | |||||||||||||||||||||||||||||||||||||||||||
Schedule Of Investments [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Royalty revenue | $ 12,000,000 | ||||||||||||||||||||||||||||||||||||||||||
Type of Revenue [Extensible List] | Royalty | ||||||||||||||||||||||||||||||||||||||||||
Iconix Israel | |||||||||||||||||||||||||||||||||||||||||||
Schedule Of Investments [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Percentage of interest sold in equity method investment | 50.00% | ||||||||||||||||||||||||||||||||||||||||||
Price for sale of interest in a subsidiary | $ 3,300,000 | ||||||||||||||||||||||||||||||||||||||||||
Iconix Europe | |||||||||||||||||||||||||||||||||||||||||||
Schedule Of Investments [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Payment received upon sale interest in subsidiary | $ 1,500,000 | $ 4,000,000 | |||||||||||||||||||||||||||||||||||||||||
Ownership interest acquired | 1.00% | ||||||||||||||||||||||||||||||||||||||||||
Percentage of interest sold in equity method investment | 50.00% | ||||||||||||||||||||||||||||||||||||||||||
Redeemable non-controlling interest | $ 8,200,000 | $ 8,200,000 | |||||||||||||||||||||||||||||||||||||||||
Agreement Percentage | 120.00% | ||||||||||||||||||||||||||||||||||||||||||
Equity interest acquired | 51.00% | ||||||||||||||||||||||||||||||||||||||||||
Business Combination, Bargain Purchase, Revenue Recognized, Amount | $ 1,500,000 | ||||||||||||||||||||||||||||||||||||||||||
Preferred profit distribution to the Company | $ 3,000,000 | ||||||||||||||||||||||||||||||||||||||||||
Iconix Europe | Five-Year Put/Call Options | |||||||||||||||||||||||||||||||||||||||||||
Schedule Of Investments [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Put/Call option period | 6 months | ||||||||||||||||||||||||||||||||||||||||||
Put/Call option commencement date | Jul. 1, 2022 | ||||||||||||||||||||||||||||||||||||||||||
Multiplier on put and call options | Multiplier | 5.5 | ||||||||||||||||||||||||||||||||||||||||||
Iconix Europe | Eight-Year Put/Call Options | |||||||||||||||||||||||||||||||||||||||||||
Schedule Of Investments [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Put/Call option period | 6 months | ||||||||||||||||||||||||||||||||||||||||||
Put/Call option commencement date | Jul. 1, 2022 | ||||||||||||||||||||||||||||||||||||||||||
Multiplier on put and call options | Multiplier | 5.5 | ||||||||||||||||||||||||||||||||||||||||||
Iconix Australia | |||||||||||||||||||||||||||||||||||||||||||
Schedule Of Investments [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Percentage of interest sold in equity method investment | 50.00% | ||||||||||||||||||||||||||||||||||||||||||
Price for sale of interest in a subsidiary | $ 7,200,000 | ||||||||||||||||||||||||||||||||||||||||||
Gain on sale of interest in subsidiary | $ 4,100,000 | ||||||||||||||||||||||||||||||||||||||||||
Iconix SE Asia, Ltd. | |||||||||||||||||||||||||||||||||||||||||||
Schedule Of Investments [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Payment received upon sale interest in subsidiary | $ 4,000,000 | $ 7,500,000 | |||||||||||||||||||||||||||||||||||||||||
Percentage of interest sold in equity method investment | 50.00% | ||||||||||||||||||||||||||||||||||||||||||
Agreed price for sale of interest in a subsidiary | $ 15,900,000 | ||||||||||||||||||||||||||||||||||||||||||
Receivable for investments sold | $ 4,500,000 | ||||||||||||||||||||||||||||||||||||||||||
Committed amount receivable period | 24 months | ||||||||||||||||||||||||||||||||||||||||||
Agreement Percentage | 120.00% | ||||||||||||||||||||||||||||||||||||||||||
Price for sale of interest in a subsidiary | $ 12,000,000 | ||||||||||||||||||||||||||||||||||||||||||
Marketing costs incurred | 5,400,000 | ||||||||||||||||||||||||||||||||||||||||||
Contractual value of option | $ 19,500,000 | $ 19,500,000 | |||||||||||||||||||||||||||||||||||||||||
Pre-tax gain on deconsolidation of entity | $ 3,800,000 | ||||||||||||||||||||||||||||||||||||||||||
Iconix SE Asia, Ltd. | Level 3 | |||||||||||||||||||||||||||||||||||||||||||
Schedule Of Investments [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Equity-method investment at fair value | $ 17,400,000 | ||||||||||||||||||||||||||||||||||||||||||
Iconix SE Asia, Ltd. | Lee Cooper And Umbro Brands | |||||||||||||||||||||||||||||||||||||||||||
Schedule Of Investments [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Payment received upon sale interest in subsidiary | $ 4,300,000 | ||||||||||||||||||||||||||||||||||||||||||
Agreed price for sale of interest in a subsidiary | 21,500,000 | ||||||||||||||||||||||||||||||||||||||||||
Guaranteed minimum distributions | $ 5,100,000 | ||||||||||||||||||||||||||||||||||||||||||
Iconix SE Asia, Ltd. | Administrative Manager | |||||||||||||||||||||||||||||||||||||||||||
Schedule Of Investments [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Percentage of gross revenue paid monthly as services fee | 5.00% | ||||||||||||||||||||||||||||||||||||||||||
Iconix SE Asia, Ltd. | Local Manager | |||||||||||||||||||||||||||||||||||||||||||
Schedule Of Investments [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Percentage of gross revenue paid monthly as services fee | 15.00% | ||||||||||||||||||||||||||||||||||||||||||
Iconix SE Asia, Ltd. | Minimum | Guarantee of Business Revenue | |||||||||||||||||||||||||||||||||||||||||||
Schedule Of Investments [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Guaranteed minimum distributions | $ 2,500,000 | ||||||||||||||||||||||||||||||||||||||||||
Iconix SE Asia, Ltd. | Five-Year Put/Call Options | |||||||||||||||||||||||||||||||||||||||||||
Schedule Of Investments [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Put/Call option period | 6 months | ||||||||||||||||||||||||||||||||||||||||||
Put/Call option commencement date | Jul. 1, 2022 | ||||||||||||||||||||||||||||||||||||||||||
Iconix SE Asia, Ltd. | Five-Year Put/Call Options | Europe | |||||||||||||||||||||||||||||||||||||||||||
Schedule Of Investments [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Multiplier on put and call options | Multiplier | 5.5 | ||||||||||||||||||||||||||||||||||||||||||
Iconix SE Asia, Ltd. | Five-Year Put/Call Options | Minimum | Europe | |||||||||||||||||||||||||||||||||||||||||||
Schedule Of Investments [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Agreed Value | $ 7,600,000 | ||||||||||||||||||||||||||||||||||||||||||
Iconix SE Asia, Ltd. | Eight-Year Put/Call Options | |||||||||||||||||||||||||||||||||||||||||||
Schedule Of Investments [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Put/Call option period | 6 months | ||||||||||||||||||||||||||||||||||||||||||
Put/Call option commencement date | Jul. 1, 2022 | ||||||||||||||||||||||||||||||||||||||||||
Iconix SE Asia, Ltd. | Eight-Year Put/Call Options | Europe | |||||||||||||||||||||||||||||||||||||||||||
Schedule Of Investments [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Multiplier on put and call options | Multiplier | 5.5 | ||||||||||||||||||||||||||||||||||||||||||
Iconix SE Asia, Ltd. | Eight-Year Put/Call Options | Minimum | Europe | |||||||||||||||||||||||||||||||||||||||||||
Schedule Of Investments [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Agreed Value | $ 7,600,000 | ||||||||||||||||||||||||||||||||||||||||||
Global Brands Group Asia Limited | |||||||||||||||||||||||||||||||||||||||||||
Schedule Of Investments [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Ownership interest acquired | 50.00% | ||||||||||||||||||||||||||||||||||||||||||
MG Icon | |||||||||||||||||||||||||||||||||||||||||||
Schedule Of Investments [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Payments to acquire ownership interest | 2,600,000 | 2,600,000 | |||||||||||||||||||||||||||||||||||||||||
Investment impairment | $ 9,600,000 | $ 9,600,000 |
Consolidated Entities, Joint _4
Consolidated Entities, Joint Ventures and Investments - Equity Method Investments (Detail) - Iconix China Holdings Limited $ in Thousands | 12 Months Ended | |
Dec. 31, 2020USD ($) | ||
Schedule Of Equity Method Investments [Line Items] | ||
Carrying Value of Investment | $ 1,341 | |
Candies Shanghai Fashion Co. Ltd. | ||
Schedule Of Equity Method Investments [Line Items] | ||
Brands Placed | Candie’s | [1] |
Ownership by Iconix China | 20.00% | [1] |
Shanghai MuXiang Apparel & Accessory Co. Limited | ||
Schedule Of Equity Method Investments [Line Items] | ||
Brands Placed | Marc Ecko | [2] |
Ownership by Iconix China | 0.00% | [2] |
Ningbo Material Girl Fashion Co. Ltd | ||
Schedule Of Equity Method Investments [Line Items] | ||
Brands Placed | Material Girl | [3] |
Ownership by Iconix China | 0.00% | [3] |
Ai Xi Enterprise (Shanghai) Co. Limited | ||
Schedule Of Equity Method Investments [Line Items] | ||
Brands Placed | Ecko Unltd | |
Ownership by Iconix China | 20.00% | |
Carrying Value of Investment | $ 1,341 | |
[1] | As a result of recent losses, primarily due to the impact of COVID-19 on the retail industry, the Company determined that the losses associated with this investment were other than temporary and determined that the fair value of its investment was de minimis. Accordingly, the Company recorded an impairment charge of $9.8 million during FY 2020. | |
[2] | In August 2020, the Company rescinded the trademark rights for the Ecko/Marc Ecko brand in exchange for its equity interest in the joint venture and recorded an impairment charge of $9.7 million during FY 2020. | |
[3] | In March 2019, the Company sold its 20% interest in Ningbo Material Girl Fashion Co. Ltd. (“Material Girl China”) to Ningbo Peacebird Fashion & Accessories Co. Ltd. for $3.0 million in cash. Pursuant to the agreement, the sale price was reduced by an initial cash investment of $0.2 million, as well as $0.6 million of brand management expenses incurred since the inception of the Material Girl China entity, resulting in total net proceeds of $2.2 million. Additionally, Purim LLC, our MG Icon partner, is entitled to 33.3% of the net proceeds (or approximately $0.7 million) resulting in the Company’s portion of the net proceeds from the transaction to be approximately $1.5 million. As a result of this transaction, the Company recognized a gain of $0.2 million, which has been recorded within Other Income in the Company’s consolidated statement of operations during FY 2019. |
Consolidated Entities, Joint _5
Consolidated Entities, Joint Ventures and Investments - Equity Method Investments (Parenthetical) (Detail) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | |
Mar. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | |
Schedule Of Equity Method Investments [Line Items] | |||
Payment received upon sale interest in subsidiary | $ 2,750 | ||
Ningbo Material Girl Fashion Co. Ltd | Ningbo Peacebird Fashion & Accessories Co. Ltd. | |||
Schedule Of Equity Method Investments [Line Items] | |||
Percentage of equity ownership interest sold | 20.00% | ||
Sale of ownership interest | $ 3,000 | ||
Sale price reduction by initial cash investments | 200 | ||
Brand management expenses incurred | 600 | ||
Payment received upon sale interest in subsidiary | $ 2,200 | ||
Ningbo Material Girl Fashion Co. Ltd | Purim LLC. | |||
Schedule Of Equity Method Investments [Line Items] | |||
Percentage of equity ownership interest sold | 33.30% | ||
Sale of ownership interest | $ 700 | ||
Payment received upon sale interest in subsidiary | $ 1,500 | ||
Gain on sale of equity investments | $ 200 | ||
Candies Shanghai Fashion Co. Ltd. | COVID-19 | |||
Schedule Of Equity Method Investments [Line Items] | |||
Impairment charge | 9,800 | ||
Ai Xi Enterprise (Shanghai) Co. Limited | |||
Schedule Of Equity Method Investments [Line Items] | |||
Impairment charge | $ 9,700 |
Gains on Sale of Trademarks, _3
Gains on Sale of Trademarks, net - Schedule of Gains on Sale of Trademarks, Net (Detail) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020USD ($) | ||
Schedule Of Gain Loss On Investments Including Marketable Securities And Investments Held At Cost Income Statement Reported Amounts Summary [Line Items] | ||
Net gains on sale of trademarks | $ 74,105 | |
Umbro Trademark | Iconix China | ||
Schedule Of Gain Loss On Investments Including Marketable Securities And Investments Held At Cost Income Statement Reported Amounts Summary [Line Items] | ||
Net gains on sale of trademarks | 59,582 | [1] |
Starter Trademark | Iconix China | ||
Schedule Of Gain Loss On Investments Including Marketable Securities And Investments Held At Cost Income Statement Reported Amounts Summary [Line Items] | ||
Net gains on sale of trademarks | $ 14,523 | [2] |
[1] | In July 2020, the Company completed the sale of all of its equity interests of Umbro China, Limited (the “Umbro China Sale”) for gross consideration of $62.5 million. The Umbro China Sale includes the sale of the Umbro sports brand in the People’s Republic of China, Hong Kong, Taiwan and Macau (refer to Note 1 and Note 3). | |
[2] | In September 2020, the Company completed the sale of all of its equity interests of Starter China, Limited (the “Starter China Sale”) for gross consideration of $16.0 million. The Starter China Sale includes the sale of the Starter brand in the People’s Republic of China, Hong Kong, Taiwan and Macau (refer to Note 1 and Note 3). |
Gains on Sale of Trademarks, _4
Gains on Sale of Trademarks, net - Schedule of Gains on Sale of Trademarks, Net (Parenthetical) (Detail) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | |
Sep. 30, 2020 | Jul. 31, 2020 | Dec. 31, 2020 | |
Schedule Of Gain Loss On Investments Including Marketable Securities And Investments Held At Cost Income Statement Reported Amounts Summary [Line Items] | |||
Proceeds from loan to equity investee | $ 2,750 | ||
Umbro China Limited | |||
Schedule Of Gain Loss On Investments Including Marketable Securities And Investments Held At Cost Income Statement Reported Amounts Summary [Line Items] | |||
Proceeds from loan to equity investee | $ 62,500 | ||
Starter China Limited | |||
Schedule Of Gain Loss On Investments Including Marketable Securities And Investments Held At Cost Income Statement Reported Amounts Summary [Line Items] | |||
Proceeds from loan to equity investee | $ 16,000 | $ 16,000 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Detail) - USD ($) | 3 Months Ended | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | |
Impaired Long Lived Assets Held And Used [Line Items] | |||
Impairment of long-lived assets | $ 0 | $ 0 | |
Impairment of equity method investment | 19,607,000 | 26,613,000 | |
Payments to acquire ownership interest | 2,750,000 | ||
Contract asset impairment | 4,467,000 | 5,143,000 | |
Ecko Mark/Ecko and Candies Joint Venture | China | |||
Impaired Long Lived Assets Held And Used [Line Items] | |||
Impairment of equity method investment | 19,600,000 | ||
MG Icon | |||
Impaired Long Lived Assets Held And Used [Line Items] | |||
Impairment of equity method investment | $ 9,600,000 | 9,600,000 | |
Payments to acquire ownership interest | $ 2,600,000 | 2,600,000 | |
Marcy Media Holdings | |||
Impaired Long Lived Assets Held And Used [Line Items] | |||
Impairment of equity method investment | 17,000,000 | ||
New York Office Space | |||
Impaired Long Lived Assets Held And Used [Line Items] | |||
Contract asset impairment | $ 100,000 | $ 1,800,000 |
Estimated Fair Values of Other
Estimated Fair Values of Other Financial Instruments (Detail) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 | |
Fair Value Disclosures [Abstract] | |||
Long-term debt, including current portion, Carrying Amount | [1] | $ 564,401 | $ 645,721 |
Long-term debt, including current portion, Fair Value | [1] | $ 442,751 | $ 556,187 |
[1] | Carrying amounts include aggregate unamortized debt discount and debt issuance costs. |
Fair Value Option - Additional
Fair Value Option - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2020 | Dec. 31, 2019 | Feb. 22, 2018 | Sep. 30, 2017 | ||
Fair Value Option Qualitative Disclosures Related To Election [Line Items] | |||||
Percentage of conversion of convertible notes | 5.75% | ||||
Long term debt, fair value | $ 50,868 | $ 47,277 | |||
Principal outstanding balance | [1] | $ 564,401 | $ 645,721 | ||
5.75% Senior Subordinated Notes Due August 2023 | |||||
Fair Value Option Qualitative Disclosures Related To Election [Line Items] | |||||
Percentage of conversion of convertible notes | 5.75% | 5.75% | |||
Convertible Notes | |||||
Fair Value Option Qualitative Disclosures Related To Election [Line Items] | |||||
Percentage of conversion of convertible notes | 1.50% | ||||
Convertible Notes | 5.75% Senior Subordinated Notes Due August 2023 | |||||
Fair Value Option Qualitative Disclosures Related To Election [Line Items] | |||||
Percentage of conversion of convertible notes | 5.75% | 5.75% | 5.75% | ||
Long term debt, fair value | $ 50,900 | $ 47,300 | |||
Principal outstanding balance | 94,400 | 94,400 | |||
Change in fair value of convertible notes | $ 3,600 | $ 3,900 | |||
[1] | Carrying amounts include aggregate unamortized debt discount and debt issuance costs. |
Net Carrying Amount of Debt (De
Net Carrying Amount of Debt (Detail) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 | ||
Debt Instrument [Line Items] | ||||
Total debt | $ 564,786 | |||
Unamortized debt issuance costs | (385) | $ (1,714) | ||
Total debt | [1] | 564,401 | 645,721 | |
Less current maturities | 28,433 | 61,976 | ||
Total long-term debt | 535,968 | 583,745 | ||
Senior Secured Notes | ||||
Debt Instrument [Line Items] | ||||
Total debt | 317,856 | 338,130 | ||
Less current maturities | 8,400 | 42,700 | ||
Variable Funding Notes | ||||
Debt Instrument [Line Items] | ||||
Total debt | 100,000 | 99,610 | ||
Senior Secured Term Loan | ||||
Debt Instrument [Line Items] | ||||
Total debt | 94,755 | 162,418 | ||
Less current maturities | 19,300 | 19,300 | ||
Convertible Notes | 5.75% Senior Subordinated Notes Due August 2023 | ||||
Debt Instrument [Line Items] | ||||
Total debt | [3] | 50,868 | [2] | 47,277 |
Total debt | 94,400 | $ 94,400 | ||
Payroll Protection Program Loan | ||||
Debt Instrument [Line Items] | ||||
Total debt | [4] | $ 1,307 | ||
[1] | Carrying amounts include aggregate unamortized debt discount and debt issuance costs. | |||
[2] | Reflects the debt carrying amount which is accounted for under the Fair Value Option in the consolidated balance sheet as of December 31, 2020. The actual principal outstanding balance of the 5.75% Convertible Notes is $94.4 million as of December 31, 2020. | |||
[3] | Reflects the debt carrying amount, which is accounted for under the Fair Value Option in the consolidated balance sheet as of December 31, 2020 and December 31, 2019. The actual principal outstanding balance of the 5.75% Convertible Notes is $94.4 million and $94.4 million as of December 31, 2020 and December 31, 2019, respectively | |||
[4] | The Payroll Protection Program Loan and related accrued interest are eligible for forgiveness, in whole or in part based on the usage of the proceeds. The Company intends to submit an application for the loan to be forgiven in conformity with the loan’s terms. The Company believes it qualifies for such forgiveness. However, there is no assurance the Company will be successful in obtaining approval from the U.S. Small Business Administration. |
Net Carrying Amount of Debt (Pa
Net Carrying Amount of Debt (Parenthetical) (Detail) - USD ($) $ in Millions | Dec. 31, 2020 | Dec. 31, 2019 | Feb. 22, 2018 | Oct. 27, 2017 | Sep. 30, 2017 |
Debt Instrument [Line Items] | |||||
Percentage of conversion of convertible notes | 5.75% | ||||
Principal amount of long term debt | $ 240.7 | ||||
5.75% Senior Subordinated Notes Due August 2023 | |||||
Debt Instrument [Line Items] | |||||
Percentage of conversion of convertible notes | 5.75% | 5.75% | |||
Convertible Notes | |||||
Debt Instrument [Line Items] | |||||
Percentage of conversion of convertible notes | 1.50% | ||||
Convertible Notes | 5.75% Senior Subordinated Notes Due August 2023 | |||||
Debt Instrument [Line Items] | |||||
Percentage of conversion of convertible notes | 5.75% | 5.75% | 5.75% | ||
Principal amount of long term debt | $ 94.4 | $ 94.4 | $ 125 |
Debt Arrangements - Additional
Debt Arrangements - Additional Information (Detail) $ / shares in Units, shares in Millions | Aug. 15, 2020USD ($) | Mar. 30, 2020USD ($) | Mar. 14, 2018USD ($) | Feb. 22, 2018USD ($)d | Nov. 02, 2017USD ($) | Oct. 27, 2017USD ($) | Aug. 18, 2017USD ($) | Aug. 02, 2017USD ($) | Nov. 29, 2012USD ($) | Feb. 28, 2015USD ($) | Dec. 31, 2020USD ($)$ / shares | Sep. 30, 2020USD ($) | Sep. 30, 2017USD ($) | Dec. 31, 2020USD ($)$ / sharesshares | Dec. 31, 2019USD ($) | Jul. 31, 2019 | Mar. 31, 2019 | Mar. 14, 2019USD ($) | Feb. 12, 2018 | Oct. 26, 2017USD ($) | Jul. 31, 2017USD ($) | Jun. 21, 2013USD ($) | |
Debt Instrument [Line Items] | |||||||||||||||||||||||
Principal amount of long term debt | $ 240,700,000 | ||||||||||||||||||||||
Percentage of conversion of convertible notes | 5.75% | 5.75% | |||||||||||||||||||||
Debt service coverage ratio | 110.00% | ||||||||||||||||||||||
Repayment of remaining outstanding principal balance | $ 231,000,000 | $ 11,700,000 | $ 44,700,000 | ||||||||||||||||||||
Current portion of long-term debt | 28,433,000 | $ 28,433,000 | $ 61,976,000 | ||||||||||||||||||||
Restricted cash | 9,380,000 | 9,380,000 | 15,946,000 | ||||||||||||||||||||
Leverage ratio | 450.00% | ||||||||||||||||||||||
Net proceeds from Permitted Capital Raising Transactions | $ 100,000,000 | ||||||||||||||||||||||
Debt issue discount costs | 9,300,000 | ||||||||||||||||||||||
Deferred financing costs | $ 5,400,000 | ||||||||||||||||||||||
Percentage of repayment from net proceeds of asset sale | 75.00% | ||||||||||||||||||||||
Maximum amount of proceeds from asset sales to be used to pay the obligation | $ 5,000,000 | ||||||||||||||||||||||
Long term debt, fair value | 50,868,000 | 50,868,000 | 47,277,000 | ||||||||||||||||||||
Principal outstanding balance | [1] | $ 564,401,000 | $ 564,401,000 | $ 645,721,000 | |||||||||||||||||||
Maximum | |||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||
Leverage ratio | 575.00% | ||||||||||||||||||||||
Aggregate amount of term loan facility | $ 165,700,000 | ||||||||||||||||||||||
5.75% Senior Subordinated Notes Due August 2023 | |||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||
Percentage of conversion of convertible notes | 5.75% | 5.75% | 5.75% | ||||||||||||||||||||
MG Icon | |||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||
Equity ownership percentage | 50.00% | ||||||||||||||||||||||
Hardy Way, LLC | |||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||
Joint venture ownership percentage | 85.00% | ||||||||||||||||||||||
Zoo York brand | |||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||
Ownership Percentage | 100.00% | ||||||||||||||||||||||
IBG Borrower | |||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||
Termination of license generating with minimum royalty guarantees | $ 500,000 | ||||||||||||||||||||||
IBG Borrower | Minimum | |||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||
Asset coverage ratio, minimum | 125.00% | ||||||||||||||||||||||
IBG Borrower | Maximum | |||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||
Leverage ratio | 450.00% | ||||||||||||||||||||||
2012 Senior Secured Notes | |||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||
Principal amount of long term debt | $ 600,000,000 | ||||||||||||||||||||||
Percentage of conversion of convertible notes | 4.229% | ||||||||||||||||||||||
Debt instrument, quarterly payment | $ 10,500,000 | ||||||||||||||||||||||
Debt instrument, frequency of payment | quarterly | ||||||||||||||||||||||
Variable Funding Notes | |||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||
Principal amount of long term debt | 100,000,000 | ||||||||||||||||||||||
Net proceeds received from issuance of debt | $ 100,000,000 | ||||||||||||||||||||||
Line of credit, outstanding | $ 100,000,000 | $ 100,000,000 | |||||||||||||||||||||
Debt Instrument anticipated repayment year and month | 2020-01 | ||||||||||||||||||||||
L/C commitment and the swingline commitment | $ 0 | ||||||||||||||||||||||
2013 Senior Secured Notes | |||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||
Principal amount of long term debt | $ 275,000,000 | ||||||||||||||||||||||
Percentage of conversion of convertible notes | 4.352% | ||||||||||||||||||||||
Debt instrument, quarterly payment | $ 4,800,000 | ||||||||||||||||||||||
Debt instrument, frequency of payment | quarterly | ||||||||||||||||||||||
Senior Secured Notes | |||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||
Principal amount of long term debt | 417,900,000 | $ 417,900,000 | $ 438,100,000 | ||||||||||||||||||||
Mandatory principal prepayment | $ 152,200,000 | ||||||||||||||||||||||
Debt instrument, Maturity Date | 2043-01 | 2043-01 | |||||||||||||||||||||
Debt instrument description of interest | The Company did not repay or refinance the Securitization Notes prior to the anticipated repayment date, and as a result, during the first quarter of 2020, additional interest accrues on amounts outstanding under the Securitization Notes at a rate equal to (A) in respect of the Variable Funding Notes, 5% per annum, (B) in respect of the 2012 Senior Secured Notes and the 2013 Senior Secured Notes, the greater of (1) 5% per annum and (2) a per annum interest rate equal to the excess, if any, by which the sum of (x) the yield to maturity (adjusted to a quarterly bond-equivalent basis), on the anticipated repayment date of the United States treasury security having a term closest to 10 years plus (y) 5% per annum plus (z) with respect to the 2012 Senior Secured Notes, 3.4% per annum, or with respect to the 2013 Senior Secured Notes, 3.14% per annum, exceeds the original interest rate. | ||||||||||||||||||||||
Additional interest rate | 5.00% | ||||||||||||||||||||||
Anticipated repayment date | 10 years | ||||||||||||||||||||||
Residual amount paid | $ 0 | ||||||||||||||||||||||
Repayment of remaining outstanding principal balance | 0 | ||||||||||||||||||||||
Current portion of long-term debt | 8,400,000 | 8,400,000 | 42,700,000 | ||||||||||||||||||||
Restricted cash | $ 8,500,000 | 8,500,000 | 14,900,000 | ||||||||||||||||||||
Interest expense for convertible notes | 18,500,000 | 20,700,000 | |||||||||||||||||||||
Long-term accrued interest expense for convertible notes | 21,700,000 | 0 | |||||||||||||||||||||
Non cash additional interest expense on convertible notes | $ 1,100,000 | $ 7,000,000 | |||||||||||||||||||||
Debt instrument, interest rate, effective percentage | 3.70% | 3.70% | 3.70% | ||||||||||||||||||||
2012 Senior Secured Notes | |||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||
Excess interest rate on original interest rate | 3.40% | ||||||||||||||||||||||
2013 Senior Secured Notes | |||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||
Excess interest rate on original interest rate | 3.14% | ||||||||||||||||||||||
Senior Secured Term Loan | |||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||
Principal amount of long term debt | 57,800,000 | $ 300,000,000 | $ 99,900,000 | $ 99,900,000 | $ 300,000,000 | ||||||||||||||||||
Current portion of long-term debt | $ 19,300,000 | 19,300,000 | $ 19,300,000 | ||||||||||||||||||||
Interest expense for convertible notes | 12,200,000 | 18,000,000 | |||||||||||||||||||||
Non cash additional interest expense on convertible notes | $ 8,700,000 | 5,500,000 | |||||||||||||||||||||
Debt instrument, interest rate, effective percentage | 11.60% | 11.60% | |||||||||||||||||||||
Maturity date of credit agreement | Aug. 2, 2022 | ||||||||||||||||||||||
Margin applied to LIBOR | 7.00% | ||||||||||||||||||||||
Percentage of principal debt quarterly amortization | 0.50% | ||||||||||||||||||||||
Principal debt quarterly amortization commencement date | Sep. 30, 2017 | ||||||||||||||||||||||
Debt issue discount costs | $ 5,100,000 | 13,200,000 | |||||||||||||||||||||
Deferred financing costs | 800,000 | ||||||||||||||||||||||
Gain (loss) on extinguishment of debt | 8,800,000 | ||||||||||||||||||||||
Interest rate increase additional per annum | 3.00% | ||||||||||||||||||||||
Payment of unpaid principal and accrued interest of lenders | 50.00% | ||||||||||||||||||||||
Principal amount of long term debt | $ 94,800,000 | 94,800,000 | 162,400,000 | ||||||||||||||||||||
Senior Secured Term Loan | IBG Borrower | |||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||
Equity ownership percentage | 35.00% | ||||||||||||||||||||||
Premium percentage of aggregate principal amount first year loan | 5.00% | ||||||||||||||||||||||
Premium percentage of aggregate principal amount second year loan | 3.00% | ||||||||||||||||||||||
Convertible Notes | |||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||
Percentage of conversion of convertible notes | 1.50% | ||||||||||||||||||||||
Cash from escrow deposit returned to lenders | 231,000,000 | ||||||||||||||||||||||
Payment from Escrow Account to acquire convertible notes | $ 59,200,000 | ||||||||||||||||||||||
Convertible Notes | 1.50% Senior Subordinated Notes Due March 15, 2018 | |||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||
Principal amount of long term debt | $ 125,000,000 | ||||||||||||||||||||||
Percentage of conversion of convertible notes | 1.50% | 1.50% | |||||||||||||||||||||
Convertible Notes | 5.75% Senior Subordinated Notes Due August 2023 | |||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||
Principal amount of long term debt | $ 125,000,000 | $ 94,400,000 | $ 94,400,000 | $ 94,400,000 | |||||||||||||||||||
Percentage of conversion of convertible notes | 5.75% | 5.75% | 5.75% | 5.75% | |||||||||||||||||||
Interest expense for convertible notes | $ 1,400,000 | $ 5,500,000 | $ 5,700,000 | ||||||||||||||||||||
Maturity date of credit agreement | Aug. 15, 2023 | ||||||||||||||||||||||
Debt instrument, conversion rate | 52.1919 | ||||||||||||||||||||||
Principal amount of each convertible note | $ 1,000 | $ 1,000 | |||||||||||||||||||||
Convertible notes, initial conversion price per share | $ / shares | $ 19.16 | $ 19.16 | |||||||||||||||||||||
Debt instrument convertible conversion price as percentage upon automatic conversion | 5.75% | ||||||||||||||||||||||
Debt instrument convertible conversion price as percentage upon mandatory conversion | 5.75% | ||||||||||||||||||||||
Debt instrument, convertible, threshold trading days | d | 10 | ||||||||||||||||||||||
Volume weighted average price description | If the Company elects to pay all or a portion of a Conversion Make-Whole Payment in shares of common stock, the number of shares of common stock payable will be equal to the applicable Conversion Make-Whole Payment divided by the average of the 10 individual volume-weighted average prices for the 10-trading day period immediately preceding the applicable conversion date. | ||||||||||||||||||||||
Debt instrument, convertible, threshold consecutive trading days | d | 30 | ||||||||||||||||||||||
Debt instrument, redemption price, percentage | 100.00% | ||||||||||||||||||||||
Debt instrument, redemption, description | each holder will have the right at its option, but subject in all respects to the terms of the Intercreditor Agreement and the Senior Secured Term Loan, to require the Company to repurchase for cash all or a portion of such holder’s 5.75% Convertible Notes at a fundamental change purchase price equal to 100% of the principal amount of the 5.75% Convertible Notes to be repurchased, together with interest accrued and unpaid to, but excluding, the fundamental change purchase date. | ||||||||||||||||||||||
Debt instrument, restrictive covenants | The Company is subject to certain restrictive covenants pursuant to the 5.75% Convertible Note Indenture, including limitations on (i) liens, (ii) indebtedness, (iii) asset sales, (iv) restricted payments and investments, (v) prepayments of indebtedness and (vi) transactions with affiliates. | ||||||||||||||||||||||
Debt conversion original debt amount | $ 0 | ||||||||||||||||||||||
Long term debt, fair value | $ 50,900,000 | 50,900,000 | 47,300,000 | ||||||||||||||||||||
Principal outstanding balance | 94,400,000 | $ 94,400,000 | $ 94,400,000 | ||||||||||||||||||||
Stock Issued During Period, Shares, New Issues | shares | 1.3 | ||||||||||||||||||||||
Convertible Notes | 5.75% Senior Subordinated Notes Due August 2023 | Fair Value Option | |||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||
Long term debt, fair value | $ 50,900,000 | $ 50,900,000 | |||||||||||||||||||||
First Delayed Draw Term Loan | |||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||
Aggregate amount of term loan facility | $ 25,000,000 | $ 25,000,000 | |||||||||||||||||||||
Debt issue discount costs | 1,000,000 | ||||||||||||||||||||||
Aggregate amount of term loan received in cash | $ 24,000,000 | ||||||||||||||||||||||
Second Delayed Draw Term Loan | |||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||
Aggregate amount of term loan facility | $ 140,700,000 | ||||||||||||||||||||||
Second Delayed Draw Term Loan | 1.50% Senior Subordinated Notes Due March 15, 2018 | |||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||
Percentage of conversion of convertible notes | 1.50% | ||||||||||||||||||||||
Maturity date of credit agreement | Mar. 15, 2018 | ||||||||||||||||||||||
Aggregate amount of term loan facility | $ 110,000,000 | ||||||||||||||||||||||
Senior Secured Term Loan Due 2022 | Minimum | |||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||
Amortization rate per annum | 2.00% | ||||||||||||||||||||||
Senior Secured Term Loan Due 2022 | Maximum | |||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||
Amortization rate per annum | 10.00% | ||||||||||||||||||||||
5.75% Senior Subordinated Notes Due August 2023 | Maximum | |||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||
Percentage of conversion of convertible notes | 5.75% | ||||||||||||||||||||||
[1] | Carrying amounts include aggregate unamortized debt discount and debt issuance costs. |
Company's Debt Maturities on Ca
Company's Debt Maturities on Calendar Year Basis (Detail) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 | ||
Debt Instrument [Line Items] | ||||
Total | $ 564,786 | |||
2021 | 28,433 | |||
2022 | 83,025 | |||
2023 | 57,899 | |||
2024 | 7,031 | |||
2025 | 7,031 | |||
Thereafter | 381,367 | |||
Senior Secured Notes | ||||
Debt Instrument [Line Items] | ||||
Total | 317,856 | $ 338,130 | ||
2021 | 3,451 | |||
Thereafter | 314,405 | |||
Convertible Notes | 5.75% Senior Subordinated Notes Due August 2023 | ||||
Debt Instrument [Line Items] | ||||
Total | [2] | 50,868 | [1] | 47,277 |
2023 | [1] | 50,868 | ||
Variable Funding Notes | ||||
Debt Instrument [Line Items] | ||||
Total | 100,000 | $ 99,610 | ||
2021 | 4,914 | |||
2022 | 7,031 | |||
2023 | 7,031 | |||
2024 | 7,031 | |||
2025 | 7,031 | |||
Thereafter | 66,962 | |||
Senior Secured Term Loan | ||||
Debt Instrument [Line Items] | ||||
Total | [3] | 94,755 | ||
2021 | [3] | 19,284 | ||
2022 | [3] | 75,471 | ||
Payroll Protection Program Loan | ||||
Debt Instrument [Line Items] | ||||
Total | [4] | 1,307 | ||
2021 | [4] | 784 | ||
2022 | [4] | $ 523 | ||
[1] | Reflects the debt carrying amount which is accounted for under the Fair Value Option in the consolidated balance sheet as of December 31, 2020. The actual principal outstanding balance of the 5.75% Convertible Notes is $94.4 million as of December 31, 2020. | |||
[2] | Reflects the debt carrying amount, which is accounted for under the Fair Value Option in the consolidated balance sheet as of December 31, 2020 and December 31, 2019. The actual principal outstanding balance of the 5.75% Convertible Notes is $94.4 million and $94.4 million as of December 31, 2020 and December 31, 2019, respectively | |||
[3] | Reflects the net debt carrying amount, effected by the outstanding balance of the original issue discount, in the consolidated balance sheet as of December 31, 2020. The actual principal outstanding balance of the Senior Secured Term Loan is $99.9 million as of December 31, 2020. | |||
[4] | The Payroll Protection Program Loan and related accrued interest are eligible for forgiveness, in whole or in part based on the usage of the proceeds. The Company intends to submit an application for the loan to be forgiven in conformity with the loan’s terms. The Company believes it qualifies for such forgiveness. However, there is no assurance the Company will be successful in obtaining approval from the U.S. Small Business Administration. |
Company's Debt Maturities on _2
Company's Debt Maturities on Calendar Year Basis (Parenthetical) (Detail) - USD ($) $ in Millions | Dec. 31, 2020 | Dec. 31, 2019 | Feb. 22, 2018 | Oct. 27, 2017 | Oct. 26, 2017 | Sep. 30, 2017 | Aug. 02, 2017 |
Debt Instrument [Line Items] | |||||||
Principal amount of long term debt | $ 240.7 | ||||||
Percentage of conversion of convertible notes | 5.75% | ||||||
5.75% Senior Subordinated Notes Due August 2023 | |||||||
Debt Instrument [Line Items] | |||||||
Percentage of conversion of convertible notes | 5.75% | 5.75% | |||||
Senior Secured Term Loan | |||||||
Debt Instrument [Line Items] | |||||||
Principal amount of long term debt | $ 99.9 | $ 57.8 | $ 300 | $ 300 | |||
Convertible Notes | |||||||
Debt Instrument [Line Items] | |||||||
Percentage of conversion of convertible notes | 1.50% | ||||||
Convertible Notes | 5.75% Senior Subordinated Notes Due August 2023 | |||||||
Debt Instrument [Line Items] | |||||||
Principal amount of long term debt | $ 94.4 | $ 94.4 | $ 125 | ||||
Percentage of conversion of convertible notes | 5.75% | 5.75% | 5.75% |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Detail) - USD ($) | Feb. 15, 2021 | Aug. 15, 2020 | Mar. 31, 2019 | Mar. 14, 2019 | Oct. 15, 2018 | Mar. 15, 2018 | Oct. 31, 2017 | Mar. 07, 2017 | Mar. 31, 2016 | Dec. 31, 2020 | Dec. 31, 2019 | Feb. 12, 2018 | Nov. 04, 2016 |
Class Of Stock [Line Items] | |||||||||||||
Percentage of conversion of convertible notes | 5.75% | ||||||||||||
Shares issued on conversion of 5.75% Convertible Notes | $ 6,225,000 | ||||||||||||
Payment made in cash | $ 1,423,000 | ||||||||||||
Reverse stock split, shares issued | 0 | ||||||||||||
Stock options, expired | 1,500 | ||||||||||||
Stock options expired, weighted average exercise price | $ 171.60 | ||||||||||||
Value of common stock shares repurchased in connection with net share settlement of restricted stock grants | 84,000 | $ 189,000 | |||||||||||
Maximum | |||||||||||||
Class Of Stock [Line Items] | |||||||||||||
Compensation expense (benefit) related to stock grants | 100,000 | 100,000 | |||||||||||
Stock Options | |||||||||||||
Class Of Stock [Line Items] | |||||||||||||
Compensation expense (benefit) related to stock grants | $ 0 | $ 0 | |||||||||||
Stock options granted | 0 | 0 | |||||||||||
Restricted Stock | |||||||||||||
Class Of Stock [Line Items] | |||||||||||||
Compensation expense (benefit) related to stock grants | $ 200,000 | $ 800,000 | |||||||||||
Share based compensation awards vesting period | 3 years | ||||||||||||
Share based compensation awards granted in period | 0 | 329,145 | |||||||||||
Share based compensation awards granted in period, fair market value | $ 0 | $ 600,000 | |||||||||||
Value of common stock shares repurchased in connection with net share settlement of restricted stock grants | $ 200,000 | ||||||||||||
Granted | $ 1.70 | ||||||||||||
Share based compensation awards vested in period | 196,332 | 241,082 | |||||||||||
Share based compensation awards forfeited in period | 296 | ||||||||||||
Restricted Stock | Minimum | |||||||||||||
Class Of Stock [Line Items] | |||||||||||||
Compensation cost not yet recognized, periods for recognition | 12 months | ||||||||||||
Restricted Stock | Maximum | |||||||||||||
Class Of Stock [Line Items] | |||||||||||||
Compensation cost not yet recognized, periods for recognition | 15 months | ||||||||||||
Value of common stock shares repurchased in connection with net share settlement of restricted stock grants | $ 100,000 | ||||||||||||
Employment Inducement Award | Former Chief Executive Officer | |||||||||||||
Class Of Stock [Line Items] | |||||||||||||
Grant date fair value of award issued | $ 1.80 | ||||||||||||
Restricted Stock | |||||||||||||
Class Of Stock [Line Items] | |||||||||||||
Compensation expense (benefit) related to stock grants | $ 100,000 | $ 200,000 | |||||||||||
Compensation cost not yet recognized, periods for recognition | 12 months | ||||||||||||
Compensation cost not yet recognized | $ 100,000 | ||||||||||||
Common Stock | |||||||||||||
Class Of Stock [Line Items] | |||||||||||||
Shares issued | 1,316,000 | ||||||||||||
Payment made in cash | $ 1,000 | ||||||||||||
5.75% Convertible Notes | Maximum | |||||||||||||
Class Of Stock [Line Items] | |||||||||||||
Percentage of conversion of convertible notes | 5.75% | ||||||||||||
5.75% Convertible Notes | Common Stock | |||||||||||||
Class Of Stock [Line Items] | |||||||||||||
Percentage of conversion of convertible notes | 5.75% | ||||||||||||
Shares issued | 1,300,000 | ||||||||||||
Shares issued on conversion of 5.75% Convertible Notes | $ 1,400,000 | ||||||||||||
Payment made in cash | $ 1,300,000 | ||||||||||||
5.75% Convertible Notes | Common Stock | Subsequent Event | |||||||||||||
Class Of Stock [Line Items] | |||||||||||||
Percentage of conversion of convertible notes | 5.75% | ||||||||||||
Shares issued | 1,000,000 | ||||||||||||
2016 Omnibus Incentive Plan | |||||||||||||
Class Of Stock [Line Items] | |||||||||||||
Common stock reserved for issuance | 200,000 | 200,000 | |||||||||||
Number of additional common stock shares approved for issuance under Incentive Plan | 190,000 | ||||||||||||
Long Term Incentive Compensation Plan | Restricted Stock | |||||||||||||
Class Of Stock [Line Items] | |||||||||||||
Compensation cost not yet recognized | $ 100,000 | ||||||||||||
2016 LTIP | |||||||||||||
Class Of Stock [Line Items] | |||||||||||||
Share based compensation awards granted in period | 700,000 | ||||||||||||
Granted | $ 73.10 | ||||||||||||
Share based compensation awards, granted in period, value | $ 5,200,000 | ||||||||||||
Share-based compensation award, shares issued upon expiration of grant | 100,000 | ||||||||||||
2016 LTIP | Performance Shares | |||||||||||||
Class Of Stock [Line Items] | |||||||||||||
Compensation expense (benefit) related to stock grants | $ 500,000 | ||||||||||||
Compensation cost not yet recognized | $ 100,000 | ||||||||||||
2016 LTIP | Performance Shares | Maximum | |||||||||||||
Class Of Stock [Line Items] | |||||||||||||
Compensation cost not yet recognized, periods for recognition | 1 year | ||||||||||||
2017 LTIP | |||||||||||||
Class Of Stock [Line Items] | |||||||||||||
Share based compensation awards granted in period | 0.1 | ||||||||||||
Granted | $ 75.20 | ||||||||||||
Share based compensation awards, granted in period, value | $ 6,600,000 | ||||||||||||
2017 LTIP | RSUs | |||||||||||||
Class Of Stock [Line Items] | |||||||||||||
Share based compensation award, description of vesting rights | one third annually | ||||||||||||
2017 LTIP | Performance Shares | |||||||||||||
Class Of Stock [Line Items] | |||||||||||||
Share based compensation award, description of vesting rights | based on performance metrics approved by the Compensation Committee | ||||||||||||
Share based compensation awards vested in period | 0 | ||||||||||||
2018 LTIP | |||||||||||||
Class Of Stock [Line Items] | |||||||||||||
Share based compensation awards vesting period | 15 days | ||||||||||||
Share based compensation awards granted in period | 200,000 | ||||||||||||
Granted | $ 13.80 | ||||||||||||
Share based compensation awards, granted in period, value | $ 3,100,000 | ||||||||||||
Share based compensation award, description of vesting rights | 48 equal semi-monthly installments | ||||||||||||
Share based compensation cash awards, aggregate amount. | $ 3,100,000 | ||||||||||||
2018 LTIP | Maximum | |||||||||||||
Class Of Stock [Line Items] | |||||||||||||
Share based compensation awards forfeited in period | 100,000 | ||||||||||||
2018 LTIP | Performance Shares | Maximum | |||||||||||||
Class Of Stock [Line Items] | |||||||||||||
Weighted average contractual term of awards outstanding and exercisable | 1 year |
Summary of Unvested Restricted
Summary of Unvested Restricted Stock (Detail) - Restricted Stock - $ / shares | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Shares | ||
Beginning balance | 326,844 | 239,077 |
Granted | 0 | 329,145 |
Vested | (196,332) | (241,082) |
Forfeited/Canceled | (296) | |
Ending balance | 130,512 | 326,844 |
Weighted Average Grant Date Fair Value | ||
Beginning balance | $ 1.94 | $ 2.68 |
Granted | 1.70 | |
Vested | 1.97 | 2.26 |
Forfeited/Canceled | 75.20 | |
Ending balance | $ 1.90 | $ 1.94 |
Earnings (Loss) Per Share - Add
Earnings (Loss) Per Share - Additional Information (Detail) - shares | 12 Months Ended | |||
Dec. 31, 2020 | Dec. 31, 2019 | Feb. 22, 2018 | Sep. 30, 2017 | |
Earnings Per Share Disclosure [Line Items] | ||||
Percentage of conversion of convertible notes | 5.75% | |||
Performance Shares | ||||
Earnings Per Share Disclosure [Line Items] | ||||
Anti-dilutive shares | 300,000 | 300,000 | ||
5.75% Senior Subordinated Notes Due August 2023 | ||||
Earnings Per Share Disclosure [Line Items] | ||||
Percentage of conversion of convertible notes | 5.75% | 5.75% | ||
Maximum | ||||
Earnings Per Share Disclosure [Line Items] | ||||
Anti-dilutive shares | 100,000 | 100,000 | ||
Convertible Notes | ||||
Earnings Per Share Disclosure [Line Items] | ||||
Percentage of conversion of convertible notes | 1.50% | |||
Convertible Notes | 5.75% Senior Subordinated Notes Due August 2023 | ||||
Earnings Per Share Disclosure [Line Items] | ||||
Anti-dilutive shares | 21,700,000 | 33,700,000 | ||
Percentage of conversion of convertible notes | 5.75% | 5.75% | 5.75% |
Reconciliation of Weighted Aver
Reconciliation of Weighted Average Shares Used in Calculating Basic and Diluted Earnings Per Share (Detail) - shares shares in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Earnings Per Share [Abstract] | ||
Basic | 12,334 | 10,559 |
Diluted | 12,334 | 10,559 |
Schedule of Impact on Earnings
Schedule of Impact on Earnings Per Share Calculation (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
For earnings (loss) per share - basic: | |||
Net loss attributable to Iconix Brand Group, Inc. | $ (7,336) | $ (109,522) | |
Accretion of redeemable non-controlling interest | (29) | ||
Net loss attributable to Iconix Brand Group, Inc. after the effect of accretion of redeemable non-controlling interest for basic earnings (loss) per share | (7,365) | (109,522) | |
For earnings (loss) per share - diluted: | |||
Net loss attributable to Iconix Brand Group, Inc. | (7,336) | (109,522) | |
Accretion of redeemable non-controlling interest | (29) | ||
Net loss attributable to Iconix Brand Group, Inc. after the effect of potential conversion of 5.75% Convertible Notes for diluted earnings (loss) per share | $ (7,365) | $ (109,522) | |
Basic | $ 0.54 | $ (0.60) | $ (10.37) |
Diluted | $ 0.37 | $ (0.60) | $ (10.37) |
Weighted average number of common shares outstanding: | |||
Basic | 12,334 | 10,559 | |
Diluted | 12,334 | 10,559 |
Schedule of Impact on Earning_2
Schedule of Impact on Earnings Per Share Calculation (Parenthetical) (Detail) | Dec. 31, 2020 | Dec. 31, 2019 | Feb. 22, 2018 | Sep. 30, 2017 |
Earnings Per Share Disclosure [Line Items] | ||||
Percentage of conversion of convertible notes | 5.75% | |||
5.75% Senior Subordinated Notes Due August 2023 | ||||
Earnings Per Share Disclosure [Line Items] | ||||
Percentage of conversion of convertible notes | 5.75% | 5.75% | ||
Convertible Notes | ||||
Earnings Per Share Disclosure [Line Items] | ||||
Percentage of conversion of convertible notes | 1.50% | |||
Convertible Notes | 5.75% Senior Subordinated Notes Due August 2023 | ||||
Earnings Per Share Disclosure [Line Items] | ||||
Percentage of conversion of convertible notes | 5.75% | 5.75% | 5.75% |
Contingencies - Additional Info
Contingencies - Additional Information (Detail) $ in Millions | 1 Months Ended |
May 31, 2016USD ($)Claim | |
Supply Company, LLC | |
Loss Contingencies [Line Items] | |
Compensatory damages sought | $ | $ 50 |
Kevin Yap | |
Loss Contingencies [Line Items] | |
Number of declaratory judgment claims | Claim | 2 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Detail) | 12 Months Ended |
Dec. 31, 2020Director | |
Board of Directors Chairman | |
Related Party Transaction [Line Items] | |
Number of board of directors | 2 |
Related Party Transactions - Su
Related Party Transactions - Summary of Royalty Revenue Recognized (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | ||
Related Party Transaction [Line Items] | |||
Royalty revenue | $ 108,576 | $ 148,984 | |
Royalty | |||
Related Party Transaction [Line Items] | |||
Royalty revenue | 5,587 | 4,348 | |
Royalty | M.G.S. Sports Trading Limited | |||
Related Party Transaction [Line Items] | |||
Royalty revenue | 400 | 440 | |
Royalty | Pac Brands USA, Inc. | |||
Related Party Transaction [Line Items] | |||
Royalty revenue | 329 | 363 | |
Royalty | Albion Equity Partners LLC / GL Damek | |||
Related Party Transaction [Line Items] | |||
Royalty revenue | 2,412 | 2,350 | |
Royalty | Li Ning | |||
Related Party Transaction [Line Items] | |||
Royalty revenue | 617 | ||
Royalty | MHMC | |||
Related Party Transaction [Line Items] | |||
Royalty revenue | [1] | 7 | |
Royalty | Sports Direct International plc | |||
Related Party Transaction [Line Items] | |||
Royalty revenue | $ 1,829 | $ 1,188 | |
[1] | As detailed in Note 4, as of July 2019, MHMC is no longer a related party. |
Operating Leases - Additional I
Operating Leases - Additional Information (Detail) - USD ($) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Lessee Lease Description [Line Items] | ||
Operating lease term | 4 years | |
Operating lease ROU assets | $ 4,894,000 | $ 6,254,000 |
Cash paid for lease liabilities for operating leases | 2,700,000 | 2,600,000 |
Right-of-use assets obtained in exchange for operating lease obligations | 0 | 0 |
Operating lease obligations | 0 | 0 |
Impairment charges | 100,000 | 500,000 |
Impairments to leasehold improvements | $ 0 | 1,300,000 |
Weighted average remaining operating lease term | 3 years 2 months 12 days | |
Weighted average discount rate | 8.40% | |
New Leases | ||
Lessee Lease Description [Line Items] | ||
Operating lease ROU assets | $ 300,000 | 100,000 |
Operating lease liabilities | 300,000 | $ 100,000 |
Other Liabilities - Current and Other Liabilities | ||
Lessee Lease Description [Line Items] | ||
Operating lease liabilities | $ 7,122,000 |
Operating Leases - Summary of C
Operating Leases - Summary of Components of Lease Cost (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Lease Cost [Abstract] | ||
Operating lease cost | $ 2,238 | $ 2,215 |
Short-term lease cost | 148 | 537 |
Variable lease cost | 376 | 396 |
Lease, Cost | $ 2,762 | $ 3,148 |
Operating Leases - Schedule of
Operating Leases - Schedule of Maturities of Lease Liabilities Under Non-cancellable Leases (Detail) $ in Thousands | Dec. 31, 2020USD ($) |
Lessee Lease Description [Line Items] | |
2021 | $ 2,767 |
2022 | 2,171 |
2023 | 2,109 |
2024 | 1,079 |
Total undiscounted lease payments | 8,126 |
Less: Imputed interest | 1,004 |
Other Liabilities - Current and Other Liabilities | |
Lessee Lease Description [Line Items] | |
Operating lease liabilities | $ 7,122 |
Benefit and Incentive Compens_2
Benefit and Incentive Compensation Plans and Other - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ||
Contribution to Savings Plan | $ 0.2 | $ 0.2 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Income Taxes [Line Items] | ||
Deferred tax liabilities related to indefinite lived intangibles | $ 4,900,000 | |
Foreign tax credit carry forwards | $ 8,700,000 | |
Foreign tax credit carryforwards, expiration start year | 2023 | |
Foreign tax credit carryforwards, expiration end year | 2024 | |
CARES Act income tax benefit | $ 6,700,000 | |
Effective income tax rate from continuing operations | 42.60% | (6.00%) |
Indefinitely reinvested foreign earnings | $ 0 | |
Income tax provision (benefit), federal rate | 21.00% | 21.00% |
Unrecognized tax benefit | $ 0 | $ 0 |
Unrecognized tax benefit that would affect the effective tax rate if recognized | 0 | |
Unrecognized tax benefit, interest accrued | 0 | $ 0 |
Operating Loss of 2018 Carry Back to Offset 2013 Taxable Income | ||
Income Taxes [Line Items] | ||
CARES Act income tax benefit | $ 6,500,000 | |
Internal Revenue Service (IRS) | ||
Income Taxes [Line Items] | ||
Minimum change in ownership percentage | 50.00% | |
Measurement of change in ownership period | 3 years | |
Minimum change in ownership percentage held by shareholders directly or indirectly | 5.00% | |
Federal | ||
Income Taxes [Line Items] | ||
Operating loss carry forwards | $ 250,700,000 | |
Operating loss carry forwards, expiration amount | $ 26,000,000 | |
Operating loss carry forwards, expiration year | 2036 | |
State and Local Jurisdiction | ||
Income Taxes [Line Items] | ||
Operating loss carry forwards | $ 100,700,000 | |
Operating loss carry forwards, expiration start year | 2034 | |
Operating loss carry forwards, expiration end year | 2034 | |
Foreign | Luxembourg | ||
Income Taxes [Line Items] | ||
Operating loss carry forwards | $ 143,000,000 |
Pre-Tax Book Loss (Detail)
Pre-Tax Book Loss (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Pre-tax Income (Loss) [Line Items] | ||
Income (loss) before income taxes | $ (5,181) | $ (94,242) |
Domestic | ||
Pre-tax Income (Loss) [Line Items] | ||
Income (loss) before income taxes | (92,883) | (130,149) |
Foreign | ||
Pre-tax Income (Loss) [Line Items] | ||
Income (loss) before income taxes | $ 87,702 | $ 35,907 |
Income Tax Provision (Benefit)
Income Tax Provision (Benefit) for Federal, and State and Local Income Taxes (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Current: | ||
Current income tax expense, Federal | $ (6,509) | $ (1,012) |
Current income tax expense, State and local | 21 | (10) |
Current income tax expense, Foreign | 3,552 | 6,785 |
Total current | (2,936) | 5,763 |
Deferred: | ||
Deferred income tax expense, Federal | (185) | 23 |
Deferred income tax expense, State and local | 402 | (103) |
Deferred income tax expense, Foreign | 514 | |
Total deferred | 731 | (80) |
Total provision (benefit) | $ (2,205) | $ 5,683 |
Significant Components of Net D
Significant Components of Net Deferred Tax Assets and Liabilities (Detail) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Income Tax Disclosure [Abstract] | ||
State net operating loss carryforwards | $ 6,117 | $ 4,064 |
U.S. Federal net operating loss carryforwards | 54,349 | 36,391 |
Receivable reserves | 1,344 | 280 |
Interest expense limitation | 20,387 | 16,779 |
Intangibles | 59,358 | 96,177 |
Equity compensation | 1,988 | 1,838 |
Foreign Tax Credit | 8,722 | 5,252 |
Other | 5,895 | 9,293 |
Total deferred tax assets | 158,160 | 170,074 |
Valuation allowance | (136,661) | (143,453) |
Net deferred tax assets | 21,499 | 26,621 |
Depreciation | (284) | |
Convertible notes | (5,917) | (6,451) |
Investment in joint ventures | (20,778) | (24,350) |
Total deferred tax liabilities | (26,695) | (31,085) |
Total net deferred tax (liabilities) | (5,196) | (4,464) |
Balance Sheet detail on total net deferred tax assets (liabilities): | ||
Non-current portion of net deferred tax liabilities | $ (5,196) | $ (4,464) |
Rate Reconciliation Between Amo
Rate Reconciliation Between Amount of Income Tax Provision (Benefit) at Federal Rate and Provision (Benefit) from Taxes on Loss Before Income Taxes (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | ||
Income tax benefit computed at the federal rate of 21% | $ (1,089) | $ (19,791) |
Increase (reduction) in income taxes resulting from: | ||
State and local income taxes (benefit), net of federal income tax | 420 | (115) |
Non-controlling interest | (1,146) | (2,552) |
Valuation allowance | 1,330 | 21,842 |
Interest on income tax receivable | (1,253) | |
Non-deductible interest expense | 1,143 | 1,192 |
Non-deductible executive compensation | 332 | 150 |
Foreign Earnings (rate differential) | 3,467 | 8,300 |
Prior Year True Up | (8) | (2,400) |
US Tax Reform / CARES Act | (6,686) | 23 |
Other, net | 32 | 287 |
Total provision (benefit) | $ (2,205) | $ 5,683 |
Schedule of Accumulated Other C
Schedule of Accumulated Other Comprehensive Loss (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Accumulated Other Comprehensive Income Loss [Line Items] | ||
Beginning Balance | $ (252,976) | $ (145,735) |
Foreign currency translation income (loss) | 12,018 | (1,575) |
Current period other comprehensive income (loss) | 12,018 | (1,575) |
Ending Balance | (248,589) | (252,976) |
Accumulated Other Comprehensive Loss | ||
Accumulated Other Comprehensive Income Loss [Line Items] | ||
Beginning Balance | (54,643) | (53,068) |
Foreign currency translation income (loss) | 12,018 | (1,575) |
Current period other comprehensive income (loss) | 12,018 | (1,575) |
Ending Balance | $ (42,625) | $ (54,643) |
Segment and Geographic Data - A
Segment and Geographic Data - Additional Information (Detail) | 12 Months Ended |
Dec. 31, 2020Segment | |
Segment Reporting [Abstract] | |
Number of reportable segments | 4 |
Net Revenues by Type of License
Net Revenues by Type of License and Information by Geographic Region (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 9 Months Ended | 12 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2020 | Sep. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Segment Reporting Information [Line Items] | |||||
Licensing revenue | $ 108,576 | $ 148,984 | |||
Type of Revenue [Extensible List] | us-gaap:LicenseMember | us-gaap:LicenseMember | |||
Operating income (loss) | $ 3,765 | $ (1,087) | $ 65,263 | $ 67,601 | $ (31,532) |
International | |||||
Segment Reporting Information [Line Items] | |||||
Licensing revenue | $ 900 | $ 900 | |||
Type of Revenue [Extensible List] | us-gaap:LicenseMember | us-gaap:LicenseMember | |||
Operating Segments | Women's | |||||
Segment Reporting Information [Line Items] | |||||
Licensing revenue | $ 25,248 | $ 37,491 | |||
Operating income (loss) | 3,652 | (961) | |||
Operating Segments | Men's | |||||
Segment Reporting Information [Line Items] | |||||
Licensing revenue | 22,737 | 36,793 | |||
Operating income (loss) | 10,103 | 24,878 | |||
Operating Segments | Home | |||||
Segment Reporting Information [Line Items] | |||||
Licensing revenue | 16,194 | 14,753 | |||
Operating income (loss) | 9,486 | (4,932) | |||
Operating Segments | International | |||||
Segment Reporting Information [Line Items] | |||||
Licensing revenue | 44,397 | 59,947 | |||
Operating income (loss) | 20,621 | 23,487 | |||
Corporate | |||||
Segment Reporting Information [Line Items] | |||||
Operating income (loss) | $ 23,739 | $ (74,004) |
Other Assets - Current (Detail)
Other Assets - Current (Detail) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Deferred Costs Capitalized Prepaid And Other Assets Disclosure [Abstract] | ||
US federal tax receivables | $ 1,115 | |
Insurance receivable | 15,000 | |
Prepaid advertising | $ 209 | 275 |
Prepaid expenses | 678 | 1,207 |
Prepaid income taxes | 457 | 1,119 |
Prepaid insurance | 372 | 2,042 |
Due from related parties | 86 | 86 |
Other prepaid taxes | 474 | 596 |
Other current assets | $ 2,276 | $ 21,440 |
Other Assets - Long-Term (Detai
Other Assets - Long-Term (Detail) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Deferred Costs Capitalized Prepaid And Other Assets Disclosure [Abstract] | ||
Prepaid interest | $ 4,322 | $ 4,868 |
Deposits | 357 | 707 |
Other noncurrent assets | 1,117 | 1,205 |
Total | $ 5,796 | $ 6,780 |
Other Liabilities - Current - A
Other Liabilities - Current - Additional Information (Detail) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Other Liabilities Disclosure [Abstract] | ||
Other liabilities – current | $ 3,864 | $ 13,775 |
Foreign Currency Translation -
Foreign Currency Translation - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Foreign Currency [Abstract] | ||
Gain (loss) on foreign currency translation | $ (1,570) | $ (858) |
Foreign currency translation income (loss) | $ 12,018 | $ (1,575) |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) - USD ($) shares in Millions, $ in Millions | Mar. 29, 2021 | Mar. 23, 2021 | Feb. 15, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Aug. 15, 2020 |
Subsequent Event [Line Items] | ||||||
Percentage of conversion of convertible notes | 5.75% | |||||
Subsequent Event | ||||||
Subsequent Event [Line Items] | ||||||
Net proceeds from sales of Lee Cooper China | $ 15.8 | |||||
Repayment under Senior Secured Term Loan | $ 11.8 | |||||
Subsequent Event | MENA Ltd, Iconix Europe and Iconix SE Asia Ltd, Joint Ventures | ||||||
Subsequent Event [Line Items] | ||||||
Put/Call option period | 6 months | |||||
Put/Call option commencement date | Jul. 1, 2022 | |||||
5.75% Senior Subordinated Notes Due August 2023 | Common Stock | ||||||
Subsequent Event [Line Items] | ||||||
Percentage of conversion of convertible notes | 5.75% | |||||
5.75% Senior Subordinated Notes Due August 2023 | Common Stock | Subsequent Event | ||||||
Subsequent Event [Line Items] | ||||||
Interest obligation | $ 2.7 | |||||
Percentage of conversion of convertible notes | 5.75% | |||||
Shares issued | 1 |
Other Matters - Additional Info
Other Matters - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Selling, General and Administrative Expenses | ||
Other Matters [Line Items] | ||
Professional Fees | $ 9.7 | $ 19.6 |