Document And Entity Information
Document And Entity Information - shares | 6 Months Ended | |
Jun. 30, 2020 | Aug. 05, 2020 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2020 | |
Document Fiscal Year Focus | 2020 | |
Document Transition Report | false | |
Entity File Number | 001-34767 | |
Entity Registrant Name | CLARUS CORPORATION | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 58-1972600 | |
Entity Address, Address Line One | 2084 East 3900 South | |
Entity Address, City or Town | Salt Lake City | |
Entity Address, State or Province | UT | |
Entity Address, Postal Zip Code | 84124 | |
City Area Code | 801 | |
Local Phone Number | 278-5552 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 29,888,200 | |
Entity Central Index Key | 0000913277 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Current assets | ||
Cash | $ 21,538 | $ 1,703 |
Accounts receivable, less allowance for doubtful accounts of $1,474 and $494, respectively | 23,895 | 41,628 |
Inventories | 72,514 | 73,432 |
Prepaid and other current assets | 4,363 | 3,787 |
Income tax receivable | 387 | 322 |
Total current assets | 122,697 | 120,872 |
Property and equipment, net | 22,720 | 22,919 |
Definite lived intangible assets, net | 14,279 | 15,816 |
Indefinite lived intangible assets | 41,634 | 41,630 |
Goodwill | 18,090 | 18,090 |
Deferred income taxes | 8,743 | 7,904 |
Other long-term assets | 2,570 | 3,034 |
Total assets | 230,733 | 230,265 |
Current liabilities | ||
Accounts payable and accrued liabilities | 19,151 | 24,304 |
Income tax payable | 96 | 260 |
Current portion of long-term debt | 4,000 | |
Total current liabilities | 23,247 | 24,564 |
Long-term debt | 26,521 | 22,670 |
Deferred income taxes | 1,071 | 1,224 |
Other long-term liabilities | 334 | 615 |
Total liabilities | 51,173 | 49,073 |
Stockholders' Equity | ||
Preferred stock, $.0001 par value; 5,000 shares authorized; none issued | ||
Common stock, $.0001 par value; 100,000 shares authorized; 33,757 and 33,615 issued and 29,888 and 29,760 outstanding, respectively | 3 | 3 |
Additional paid in capital | 494,793 | 492,353 |
Accumulated deficit | (292,757) | (288,592) |
Treasury stock, at cost | (22,406) | (22,269) |
Accumulated other comprehensive income (loss) | (73) | (303) |
Total stockholders' equity | 179,560 | 181,192 |
Total liabilities and stockholders' equity | $ 230,733 | $ 230,265 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Consolidated Balance Sheets | ||
Accounts receivable,allowance for doubtful accounts | $ 1,474 | $ 494 |
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares issued | 0 | 0 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 33,757,000 | 33,615,000 |
Common stock, shares outstanding | 29,888,000 | 29,760,000 |
Consolidated Statements Of Comp
Consolidated Statements Of Comprehensive Income (Loss) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Sales | ||||
Sales | $ 30,014 | $ 46,994 | $ 83,569 | $ 108,212 |
Cost of goods sold | 19,378 | 31,002 | 54,421 | 70,164 |
Gross profit | 10,636 | 15,992 | 29,148 | 38,048 |
Operating expenses | ||||
Selling, general and administrative | 14,493 | 17,192 | 31,863 | 34,772 |
Restructuring charge | 13 | |||
Transaction costs | 180 | 41 | 430 | 87 |
Total operating expenses | 14,673 | 17,233 | 32,293 | 34,872 |
Operating income (loss) | (4,037) | (1,241) | (3,145) | 3,176 |
Other income (expense) | ||||
Interest income (expense), net | (257) | (315) | (568) | (625) |
Other, net | 406 | 183 | (125) | 160 |
Total other income (expense), net | 149 | (132) | (693) | (465) |
Income (loss) before income tax | (3,888) | (1,373) | (3,838) | 2,711 |
Income tax (benefit) expense | (1,145) | (679) | (1,131) | (382) |
Net income (loss) | (2,743) | (694) | (2,707) | 3,093 |
Other comprehensive income (loss), net of tax: | ||||
Foreign currency translation adjustment | 367 | 230 | (34) | (143) |
Unrealized income (loss) on hedging activities | (549) | (499) | 264 | (588) |
Other comprehensive income (loss) | (182) | (269) | 230 | (731) |
Comprehensive income (loss) | $ (2,925) | $ (963) | $ (2,477) | $ 2,362 |
Net income (loss) per share: | ||||
Basic | $ (0.09) | $ (0.02) | $ (0.09) | $ 0.10 |
Diluted | $ (0.09) | $ (0.02) | $ (0.09) | $ 0.10 |
Weighted average shares outstanding: | ||||
Basic | 29,817 | 29,898 | 29,789 | 29,824 |
Diluted | 29,817 | 29,898 | 29,789 | 30,961 |
Domestic Sales [Member] | ||||
Sales | ||||
Sales | $ 20,259 | $ 28,422 | $ 48,807 | $ 59,011 |
International Sales [Member] | ||||
Sales | ||||
Sales | $ 9,755 | $ 18,572 | $ 34,762 | $ 49,201 |
Consolidated Statements Of Cash
Consolidated Statements Of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Cash Flows From Operating Activities: | ||
Net income (loss) | $ (2,707) | $ 3,093 |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | ||
Depreciation of property and equipment | 2,265 | 2,242 |
Amortization of intangible assets | 1,537 | 1,777 |
Amortization of debt issuance costs | 154 | 132 |
(Gain) loss on disposition of assets | (1) | 49 |
Noncash lease expense | 364 | 333 |
Stock-based compensation | 1,229 | 1,568 |
Deferred income taxes | (1,081) | 50 |
Changes in operating assets and liabilities: | ||
Accounts receivable | 17,662 | 3,291 |
Inventories | 969 | (8,150) |
Prepaid and other assets | (149) | (105) |
Accounts payable and accrued liabilities | (5,569) | 5,973 |
Income taxes | (231) | (581) |
Net cash provided by (used in) operating activities | 14,442 | 9,672 |
Cash Flows From Investing Activities: | ||
Proceeds from disposition of property and equipment | 3 | 1 |
Purchase of property and equipment | (2,021) | (1,994) |
Net cash provided by (used in) investing activities | (2,018) | (1,993) |
Cash Flows From Financing Activities: | ||
Proceeds from revolving credit facilities | 21,089 | 75,854 |
Repayments on revolving credit facilities | (33,264) | (81,266) |
Repayments of financing and capital leases | (31) | |
Proceeds from issuance of long-term debt | 20,000 | |
Payment of debt issuance costs | (44) | (557) |
Purchase of treasury stock | (137) | (1,505) |
Proceeds from exercise of stock options | 497 | 804 |
Cash dividends paid | (744) | (1,494) |
Net cash provided by (used in) financing activities | 7,397 | (8,195) |
Effect of foreign exchange rates on cash | 14 | (1) |
Change in cash | 19,835 | (517) |
Cash, beginning of period | 1,703 | 2,486 |
Cash, end of period | 21,538 | 1,969 |
Supplemental Disclosure of Cash Flow Information: | ||
Cash paid (received) for income taxes | 266 | 103 |
Cash paid for interest | 478 | 498 |
Supplemental Disclosures of Non-Cash Investing and Financing Activities: | ||
Property and equipment purchased with accounts payable | 456 | 180 |
Lease liabilities arising from obtaining right of use assets | 80 | $ 1,855 |
Stock dividends | $ 714 |
Consolidated Statements Of Stoc
Consolidated Statements Of Stockholders' Equity - USD ($) shares in Thousands, $ in Thousands | Common Stock [Member] | Additional Paid-In Capital [Member] | Accumulated Deficit [Member] | Treasury Stock [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Total |
Balance at Dec. 31, 2018 | $ 3 | $ 488,404 | $ (304,577) | $ (18,102) | $ 477 | $ 166,205 |
Balance, shares at Dec. 31, 2018 | 33,244 | (3,496) | ||||
Net income (loss) | 3,787 | 3,787 | ||||
Other comprehensive income (loss) | (462) | (462) | ||||
Cash dividends ($0.025 per share) | (746) | (746) | ||||
Stock compensation expense | 785 | 785 | ||||
Balance at Mar. 31, 2019 | $ 3 | 489,189 | (301,536) | $ (18,102) | 15 | 169,569 |
Balance, shares at Mar. 31, 2019 | 33,244 | (3,496) | ||||
Balance at Dec. 31, 2018 | $ 3 | 488,404 | (304,577) | $ (18,102) | 477 | 166,205 |
Balance, shares at Dec. 31, 2018 | 33,244 | (3,496) | ||||
Net income (loss) | 3,093 | |||||
Other comprehensive income (loss) | (731) | |||||
Stock compensation expense | 1,568 | |||||
Balance at Jun. 30, 2019 | $ 3 | 490,776 | (302,978) | $ (19,607) | (254) | 167,940 |
Balance, shares at Jun. 30, 2019 | 33,595 | (3,612) | ||||
Balance at Mar. 31, 2019 | $ 3 | 489,189 | (301,536) | $ (18,102) | 15 | 169,569 |
Balance, shares at Mar. 31, 2019 | 33,244 | (3,496) | ||||
Net income (loss) | (694) | (694) | ||||
Other comprehensive income (loss) | (269) | (269) | ||||
Cash dividends ($0.025 per share) | (748) | (748) | ||||
Purchase of treasury stock, value | $ (1,505) | (1,505) | ||||
Purchase of treasury stock, shares | (116) | |||||
Stock compensation expense | 783 | 783 | ||||
Proceeds from exercise of options | 804 | 804 | ||||
Proceeds from exercise of options, shares | 351 | |||||
Balance at Jun. 30, 2019 | $ 3 | 490,776 | (302,978) | $ (19,607) | (254) | 167,940 |
Balance, shares at Jun. 30, 2019 | 33,595 | (3,612) | ||||
Balance at Dec. 31, 2019 | $ 3 | 492,353 | (288,592) | $ (22,269) | (303) | 181,192 |
Balance, shares at Dec. 31, 2019 | 33,615 | (3,855) | ||||
Net income (loss) | 36 | 36 | ||||
Other comprehensive income (loss) | 412 | 412 | ||||
Cash dividends ($0.025 per share) | (744) | (744) | ||||
Stock compensation expense | 613 | 613 | ||||
Balance at Mar. 31, 2020 | $ 3 | 492,966 | (289,300) | $ (22,269) | 109 | 181,509 |
Balance, shares at Mar. 31, 2020 | 33,615 | (3,855) | ||||
Balance at Dec. 31, 2019 | $ 3 | 492,353 | (288,592) | $ (22,269) | (303) | 181,192 |
Balance, shares at Dec. 31, 2019 | 33,615 | (3,855) | ||||
Net income (loss) | (2,707) | |||||
Other comprehensive income (loss) | 230 | |||||
Stock dividends ($0.025 per share), value | 714 | |||||
Stock compensation expense | 1,229 | |||||
Balance at Jun. 30, 2020 | $ 3 | 494,793 | (292,757) | $ (22,406) | (73) | 179,560 |
Balance, shares at Jun. 30, 2020 | 33,757 | (3,869) | ||||
Balance at Mar. 31, 2020 | $ 3 | 492,966 | (289,300) | $ (22,269) | 109 | 181,509 |
Balance, shares at Mar. 31, 2020 | 33,615 | (3,855) | ||||
Net income (loss) | (2,743) | (2,743) | ||||
Other comprehensive income (loss) | (182) | (182) | ||||
Stock dividends ($0.025 per share), value | 714 | (714) | ||||
Stock dividends ($0.025 per share), shares | 70 | |||||
Purchase of treasury stock, value | $ (137) | (137) | ||||
Purchase of treasury stock, shares | (14) | |||||
Stock compensation expense | 616 | 616 | ||||
Proceeds from exercise of options | 497 | 497 | ||||
Proceeds from exercise of options, shares | 72 | |||||
Balance at Jun. 30, 2020 | $ 3 | $ 494,793 | $ (292,757) | $ (22,406) | $ (73) | $ 179,560 |
Balance, shares at Jun. 30, 2020 | 33,757 | (3,869) |
Consolidated Statements Of St_2
Consolidated Statements Of Stockholders' Equity (Parenthetical) | 3 Months Ended |
Jun. 30, 2020$ / shares | |
Consolidated Statements Of Stockholders' Equity [Abstract] | |
Stock dividends per share | $ 0.025 |
Nature Of Operations And Summar
Nature Of Operations And Summary Of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2020 | |
Nature Of Operations And Summary Of Significant Accounting Policies [Abstract] | |
Nature Of Operations And Summary Of Significant Accounting Policies | NOT E 1. NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The accompanying unaudited condensed consolidated financial statements of Clarus Corporation and subsidiaries (which may be referred to as the “Company,” “Clarus,” “we,” “us” or “our”) as of June 30, 2020 and December 31, 2019 and for the three and six months ended June 30, 2020 and 2019, have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”), instructions to the Quarterly Report on Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and notes required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting only of normal recurring adjustments, except otherwise disclosed) necessary for a fair presentation of the unaudited condensed consolidated financial statements have been included. The results for the three and six months ended June 30, 2020 are not necessarily indicative of the results to be obtained for the year ending December 31, 2020. These interim financial statements should be read in conjunction with the Company’s audited consolidated financial statements and footnotes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2019, filed with the Securities and Exchange Commission (the “SEC”) on March 9, 2020. Clarus, incorporated in Delaware in 1991, acquired Black Diamond Equipment, Ltd. (“Black Diamond Equipment”) in May 2010 and changed its name to Black Diamond, Inc. in January 2011. In October 2012, we acquired PIEPS Holding GmbH and its subsidiaries (collectively, “PIEPS”). On August 14, 2017, the Company changed its name from Black Diamond, Inc. to Clarus Corporation and its stock ticker symbol from “BDE” to “CLAR” on the NASDAQ stock exchange. On August 21, 2017, the Company acquired Sierra Bullets, L.L.C. (“Sierra”). On November 6, 2018, the Company acquired the assets of SKINourishment, Inc. (“SKINourishment”). On August 6, 2018 , the Company announced that its Board of Directors approved the initiation of a quarterly cash dividend program of $ 0.025 per share of the Company’s common stock (the “Quarterly Cash Dividend”) or $ 0.10 per share on an annualized basis. The declaration and payment of future Quarterly Cash Dividends is subject to the discretion of and approval of the Company’s Board of Directors. On May 1, 2020 , the Company announced that, in light of the COVID-19 pandemic, its Board of Directors had temporarily replaced its Quarterly Cash Dividend with a stock dividend and on July 31, 2020, the Company announced that the stock dividend will continue for the quarter ending September 30, 2020. Each record holder of shares of the Company’s common stock as of the close of business on August 10, 2020 (the “Record Date”) will be entitled to receive 0.0021 of a share of the Company’s common stock for each share of common stock held on the Record Date. The Company will distribute the stock dividend on August 21, 2020 , the distribution date. No fractional shares will be issued, and stockholders will receive cash for such fractional interests based on the closing market price of the Company’s common stock on the Record Date. The quarterly stock dividend will have a value of $ 0.025 per share, based on the closing market price on July 30, 2020. The dividend reflects an aggregate distribution of approximately 63 shares with a market value of approximately $ 747 . Nature of Business Headquartered in Salt Lake City, Utah, Clarus, a company focused on the outdoor and consumer industries, is seeking opportunities to acquire and grow businesses that can generate attractive shareholder returns. The Company has net operating tax loss carryforwards which it is seeking to redeploy to maximize shareholder value. Clarus’ primary business is as a leading designer, developer, manufacturer and distributor of outdoor equipment and lifestyle products focused on the climb, ski, mountain, sport and skincare markets. The Company’s products are principally sold under the Black Diamond®, Sierra®, PIEPS® and SKINourishment® brand names through outdoor specialty and online retailers, distributors and original equipment manufacturers throughout the U.S. and internationally. Through our Black Diamond, PIEPS, and SKINourishment brands, we offer a broad range of products including: high-performance, activity-based apparel (such as shells, insulation, midlayers, pants and logowear); rock-climbing footwear and equipment (such as carabiners, protection devices, harnesses, belay devices, helmets, and ice-climbing gear); technical backpacks and high-end day packs; trekking poles; headlamps and lanterns; gloves and mittens; and skincare and other sport-enhancing products. We also offer advanced skis, ski poles, ski skins, and snow safety products, including avalanche airbag systems, avalanche transceivers, shovels, and probes. Through our Sierra brand, we manufacture a wide range of high-performance bullets and ammunition for both rifles and pistols that are used for precision target shooting, hunting and military and law enforcement purposes. Impact of COVID-19 The global outbreak of COVID-19 was declared a pandemic by the World Health Organization and a national emergency by the U.S. government in March 2020, with governments world-wide implementing safety measures restricting travel and requiring citizen lockdowns and self-confinements for quarantining purposes. This has negatively affected the U.S. and global economy, disrupted global supply chains, and resulted in significant transport restrictions and disruption of financial markets. The impact of this pandemic has created significant uncertainty in the global economy and has affected our business, employees, retail and distribution partners, suppliers, and customers. The decline in retail demand within our Black Diamond segment over the second half of March 2020 and during the three months ended June 30, 2020, negatively impacted our sales and profitability for the first and second quarters of 2020. We also expect an adverse impact on the Company’s sales and profitability in future periods. The duration of these trends and the magnitude of such impacts cannot be precisely estimated at this time, as they are affected by a number of factors (some of which are outside management’s control), including those presented in Item 1A. Risk Factors of our Quarterly Report for the quarterly period ended March 31, 2020. We are mitigating some of the negative impacts to our operating results by taking significant actions to improve our current operating results and liquidity position, including drawing on the credit facility, suspending share repurchases and cash dividends, postponing non-essential capital expenditures, reducing operating costs, modulating production in line with demand, initiating workforce reductions and furloughs, and substantially reducing discretionary spending. We will continue to adjust mitigation measures as needed related to health and safety. Those measures have and might continue to include temporarily suspending manufacturing or retail operations, modifying workspaces, continuing social distancing policies, implementing new personal protective equipment or health screening policies at our facilities, or such other industry best practices needed to continue maintain a healthy and safe environment for our employees amidst the pandemic. These countermeasures are expected to partially mitigate the impacts of COVID-19 on our full year 2020 financial results. As the impact of the COVID-19 pandemic on the economy and our operations evolves, we will continue to assess the impact on the Company and respond accordingly. Sustained adverse impacts to the Company, certain suppliers, dealers or customers may also affect the Company’s future cash flows, liquidity, and valuation of certain assets and therefore may increase the likelihood of an impairment charge, write-off, or reserve associated with such assets, including goodwill, indefinite and finite-lived intangible assets, property and equipment, inventories, accounts receivable, tax assets, and other assets. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Estimates are used to record the allowance for credit losses and doubtful accounts, liabilities for product warranties, excess or obsolete inventory, valuation of deferred tax assets, and valuation of long-lived assets, goodwill and other intangible assets. We base our estimates on historical experience and other assumptions that are believed to be reasonable under the circumstances. Actual results could differ from these estimates. Significant Accounting Policies Accounting Pronouncements not yet adopted In March 2020, the Financial Accounting Standards Board ( “ FASB ” ) issued Accounting Standards Update ( “ ASU ” ) 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting . This ASU provides temporary optional expedients and exceptions to existing guidance on contract modifications and hedge accounting to facilitate the market transition from existing reference rates, such as the London Inter-Bank Offered Rate ( “ LIBOR ” ) which is being phased out in 2021, to alternate reference rates, such as the Secured Overnight Financing Rate ( “ SOFR ” ). The standard was effective upon issuance and allowed application to contract changes as early as January 1, 2020. The provisions have impact as contract modifications and other changes occur while LIBOR is phased out. The Company is in the process of evaluating the optional relief guidance provided within this ASU. Management will continue its assessment and monitor regulatory developments during the LIBOR transition period. |
Inventories
Inventories | 6 Months Ended |
Jun. 30, 2020 | |
Inventories [Abstract] | |
Inventories | NOTE 2. INVENTORIES Inventories, as of June 30, 2020 and December 31, 2019, were as follows: June 30, 2020 December 31, 2019 Finished goods $ 58,920 $ 59,452 Work-in-process 5,830 7,474 Raw materials and supplies 7,764 6,506 $ 72,514 $ 73,432 |
Property And Equipment
Property And Equipment | 6 Months Ended |
Jun. 30, 2020 | |
Property And Equipment [Abstract] | |
Property And Equipment | NOTE 3. PROPERTY AND EQUIPMENT Property and equipment, net, as of June 30, 2020 and December 31, 2019, were as follows: June 30, 2020 December 31, 2019 Land $ 3,160 $ 3,160 Building and improvements 6,976 6,964 Furniture and fixtures 5,621 5,255 Computer hardware and software 5,482 5,298 Machinery and equipment 22,937 21,578 Construction in progress 1,842 1,690 46,018 43,945 Less accumulated depreciation ( 23,298 ) ( 21,026 ) $ 22,720 $ 22,919 |
Goodwill And Other Intangible A
Goodwill And Other Intangible Assets | 6 Months Ended |
Jun. 30, 2020 | |
Goodwill And Other Intangible Assets [Abstract] | |
Goodwill And Other Intangible Assets | NOTE 4. GOODWILL AND INTANGIBLE ASSETS Goodwill The following table summarizes the balances in goodwill by segment: Black Diamond Sierra Total Balance at December 31, 2019 $ - $ 18,090 $ 18,090 Balance at June 30, 2020 $ - $ 18,090 $ 18,090 Indefinite Lived Intangible Assets The following table summarizes the changes in indefinite lived intangible assets: Balance at December 31, 2019 $ 41,630 Impact of foreign currency exchange rates 4 Balance at June 30, 2020 $ 41,634 Other Intangible Assets, net The following table summarizes the changes in gross other intangible assets: Gross balance at December 31, 2019 $ 32,917 Impact of foreign currency exchange rates 6 Gross balance at June 30, 2020 $ 32,923 Other intangible assets, net of amortization as of June 30, 2020 and December 31, 2019, were as follows: June 30, 2020 December 31, 2019 Customer lists and relationships $ 25,998 $ 25,995 Product technologies 4,715 4,712 Tradename / trademark 1,263 1,263 Core technologies 947 947 32,923 32,917 Less accumulated amortization ( 18,644 ) ( 17,101 ) $ 14,279 $ 15,816 |
Long-Term Debt
Long-Term Debt | 6 Months Ended |
Jun. 30, 2020 | |
Long-Term Debt [Abstract] | |
Long-Term Debt | NOTE 5. LONG-TERM DEBT Long-term debt as of June 30, 2020 and December 31, 2019, was as follows: June 30, 2020 December 31, 2019 Revolving credit facility (a) $ 9,566 $ 22,670 Foreign credit facilities (b) 955 - Term note (c) 20,000 - 30,521 22,670 Less current portion ( 4,000 ) - $ 26,521 $ 22,670 (a) As of June 30, 2020, the Company had drawn $ 9,566 on the $ 60,000 revolving commitment that was available under the credit agreement with JPMorgan Chase Bank, N.A., with a maturity date of May 3, 2024. The Company pays interest monthly on any borrowings on the Credit Agreement. As of June 30, 2020 and December 31, 2019, the rate was 1.7500 % and 3.3125 %, respectively. The Credit Agreement contains restrictions on the Company’s ability to pay dividends or make distributions or other restricted payments if certain conditions in the Credit Agreement are not fulfilled . The Credit Agreement also includes other customary affirmative and negative covenants, including financial covenants relating to the Company’s consolidated total leverage ratio and fixed charge coverage ratio. The Company was in compliance with the debt covenants set forth in the Credit Agreement as of June 30, 2020. (b) A foreign subsidiary of the Company has a revolving credit facility with a financial institution which matures on March 31, 2022. The foreign subsidiary pays interest monthly on any borrowings on the credit facility. As of June 30, 2020, the rate was 1.3864 %. (c) Under the Credit Agreement, the Company had access to a term loan facility that would be available for drawdown until May 3, 2020. On April 30, 2020, the Company borrowed $ 20,000 under such term loan facility and used the proceeds to pay down amounts outstanding under the revolving portion of the Credit Agreement. The Company is required to repay the term loan through quarterly payments of $ 1,000 each beginning with September 30, 2020, and any remaining obligations will be repaid in full on the maturity date of the Credit Agreement of May 3, 2024. The Company pays interest monthly on any borrowings on the Credit Agreement. As of June 30, 2020, the rate was 1.6875 %. |
Derivative Financial Instrument
Derivative Financial Instruments | 6 Months Ended |
Jun. 30, 2020 | |
Derivative Financial Instruments [Abstract] | |
Derivative Financial Instruments | NOTE 6. DERIVATIVE FINANCIAL INSTRUMENTS The Company’s primary exchange rate risk management objective is to mitigate the uncertainty of anticipated cash flows attributable to changes in foreign currency exchange rates. The Company primarily focuses on mitigating changes in cash flows resulting from sales denominated in currencies other than the U.S. dollar. The Company manages this risk primarily by using currency forward and option contracts. If the anticipated transactions are deemed probable, the resulting relationships are formally designated as cash flow hedges. The Company accounts for these contracts as cash flow hedges and tests effectiveness by determining whether changes in the expected cash flow of the derivative offset, within a range, changes in the expected cash flow of the hedged item. At June 30, 2020, the Company’s derivative contracts had remaining maturities of less than one and one-half years. The counterparties to these transactions had both long-term and short-term investment grade credit ratings. The maximum net exposure of the Company’s credit risk to the counterparties is generally limited to the aggregate unrealized loss of all contracts with that counterparty. At June 30, 2020, there was no such exposure to the counterparties. The Company’s exposure of counterparty credit risk is limited to the aggregate unrealized gain of $ 458 on all contracts at June 30, 2020. The Company’s derivative counterparties have strong credit ratings and as a result, the Company does not require collateral to facilitate transactions. The Company held the following contracts designated as hedging instruments as of June 30, 2020 and December 31, 2019: June 30, 2020 Notional Latest Amount Maturity Foreign exchange contracts - Canadian Dollars $ 10,333 February 2021 Foreign exchange contracts - Euros € 23,562 August 2021 Foreign exchange contracts - Swiss Francs CHF 194 August 2020 December 31, 2019 Notional Latest Amount Maturity Foreign exchange contracts - Canadian Dollars $ 15,932 February 2021 Foreign exchange contracts - Euros € 18,168 February 2021 Foreign exchange contracts - Swiss Francs CHF 661 August 2020 For contracts that qualify as effective hedge instruments, the effective portion of gains and losses resulting from changes in fair value of the instruments are included in accumulated other comprehensive (loss) income and reclassified to sales in the period the underlying hedged transaction is recognized in earnings. Gains of $ 294 and $ 302 were reclassified to sales during the three months ended June 30, 2020 and 2019, respectively, and $ 582 and $ 583 were reclassified to sales during the six months ended June 30, 2020 and 2019, respectively. The following table presents the balance sheet classification and fair value of derivative instruments as of June 30, 2020 and December 31, 2019: Classification June 30, 2020 December 31, 2019 Derivative instruments in asset positions: Forward exchange contracts Prepaid and other current assets $ 449 $ 226 Forward exchange contracts Other long-term assets $ 16 $ - Derivative instruments in liability positions: Forward exchange contracts Accounts payable and accrued liabilities $ 7 $ 152 Forward exchange contracts Other long-term liabilities $ - $ 29 |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income | 6 Months Ended |
Jun. 30, 2020 | |
Accumulated Other Comprehensive Income [Abstract] | |
Accumulated Other Comprehensive Income | NOTE 7. ACCUMULATED OTHER COMPREHENSIVE (LOSS) INCOME Accumulated other comprehensive (loss) income (“AOCI”) primarily consists of foreign currency translation adjustments and changes in our forward foreign exchange contracts. The following table sets forth the changes in AOCI, net of tax, for the three months ended June 30, 2020: Foreign Currency Translation Adjustments Unrealized Gains (Losses) on Cash Flow Hedges Total Balance as of March 31, 2020 $ ( 687 ) $ 796 $ 109 Other comprehensive income (loss) before reclassifications 367 ( 326 ) 41 Amounts reclassified from other comprehensive income (loss) - ( 223 ) ( 223 ) Net current period other comprehensive income (loss) 367 ( 549 ) ( 182 ) Balance as of June 30, 2020 $ ( 320 ) $ 247 $ ( 73 ) The following table sets forth the changes in AOCI, net of tax, for the three months ended June 30, 2019: Foreign Currency Translation Adjustments Unrealized Gains (Losses) on Cash Flow Hedges Total Balance as of March 31, 2019 $ ( 300 ) $ 315 $ 15 Other comprehensive income (loss) before reclassifications 230 ( 329 ) ( 99 ) Amounts reclassified from other comprehensive income (loss) - ( 170 ) ( 170 ) Net current period other comprehensive income (loss) 230 ( 499 ) ( 269 ) Balance as of June 30, 2019 $ ( 70 ) $ ( 184 ) $ ( 254 ) The following table sets forth the changes in AOCI, net of tax, for the six months ended June 30, 2020: Foreign Currency Translation Adjustments Unrealized Gains (Losses) on Cash Flow Hedges Total Balance as of December 31, 2019 $ ( 286 ) $ ( 17 ) $ ( 303 ) Other comprehensive (loss) income before reclassifications ( 34 ) 706 672 Amounts reclassified from other comprehensive (loss) income - ( 442 ) ( 442 ) Net current period other comprehensive (loss) income ( 34 ) 264 230 Balance as of June 30, 2020 $ ( 320 ) $ 247 $ ( 73 ) The following table sets forth the changes in AOCI, net of tax, for the six months ended June 30, 2019: Foreign Currency Translation Adjustments Unrealized Gains (Losses) on Cash Flow Hedges Total Balance as of December 31, 2018 $ 73 $ 404 $ 477 Other comprehensive loss before reclassifications ( 143 ) ( 161 ) ( 304 ) Amounts reclassified from other comprehensive loss - ( 427 ) ( 427 ) Net current period other comprehensive loss ( 143 ) ( 588 ) ( 731 ) Balance as of June 30, 2019 $ ( 70 ) $ ( 184 ) $ ( 254 ) The effects on net income of amounts reclassified from unrealized gains on cash flow hedges for foreign exchange contracts for the three and six months ended June 30, 2020 and 2019, were as follows: Gains reclassified from AOCI to the Consolidated Statements of Comprehensive Income (Loss) Affected line item in the Consolidated Three Months Ended Six Months Ended Statements of Comprehensive Income (Loss) June 30, 2020 June 30, 2019 June 30, 2020 June 30, 2019 Foreign exchange contracts: Sales $ 294 $ 302 $ 582 $ 583 Less: Income tax expense 71 132 140 156 Amount reclassified, net of tax $ 223 $ 170 $ 442 $ 427 Total reclassifications from AOCI $ 223 $ 170 $ 442 $ 427 |
Fair Value Of Measurements
Fair Value Of Measurements | 6 Months Ended |
Jun. 30, 2020 | |
Fair Value Of Measurements [Abstract] | |
Fair Value Of Measurements | NOTE 8. FAIR VALUE MEASUREMENTS We measure certain financial assets and liabilities at fair value on a recurring basis. Fair value is defined as an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants, under a three-tier fair value hierarchy that prioritizes the inputs used in measuring fair value as follows: Level 1 - inputs to the valuation methodology are quoted market prices for identical assets or liabilities in active markets. Level 2 - inputs to the valuation methodology include quoted prices in markets that are not active or model inputs that are observable either directly or indirectly for substantially the full term of the asset or liability. Level 3 - inputs to the valuation methodology are based on prices or valuation techniques that are unobservable. Assets and liabilities measured at fair value on a recurring basis at June 30, 2020 and December 31, 2019 were as follows: June 30, 2020 Level 1 Level 2 Level 3 Total Assets Forward exchange contracts $ - $ 465 $ - $ 465 $ - $ 465 $ - $ 465 Liabilities Forward exchange contracts $ - $ 7 $ - $ 7 $ - $ 7 $ - $ 7 December 31, 2019 Level 1 Level 2 Level 3 Total Assets Forward exchange contracts $ - $ 226 $ - $ 226 $ - $ 226 $ - $ 226 Liabilities Forward exchange contracts $ - $ 181 $ - $ 181 $ - $ 181 $ - $ 181 Derivative financial instruments are recorded at fair value based on current market pricing models. No nonrecurring fair value measurements existed at June 30, 2020 and December 31, 2019. |
Earnings Per Share
Earnings Per Share | 6 Months Ended |
Jun. 30, 2020 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | NOTE 9. EARNINGS (LOSS) PER SHARE Basic earnings (loss) per share is computed by dividing earnings (loss) by the weighted average number of common shares outstanding during each period. Diluted earnings (loss) per share is computed by dividing earnings (loss) by the total of the weighted average number of shares of common stock outstanding during each period, plus the effect of dilutive outstanding stock options and unvested restricted stock grants. Potentially dilutive securities are excluded from the computation of diluted earnings (loss) per share if their effect is anti-dilutive to the loss from continuing operations. The following table is a reconciliation of basic and diluted shares of common stock outstanding used in the calculation of earnings (loss) per share: Three Months Ended Six Months Ended June 30, 2020 June 30, 2019 June 30, 2020 June 30, 2019 Weighted average shares outstanding - basic 29,817 29,898 29,789 29,824 Effect of dilutive stock awards - - - 1,137 Weighted average shares outstanding - diluted 29,817 29,898 29,789 30,961 Net (loss) income per share: Basic $ ( 0.09 ) $ ( 0.02 ) $ ( 0.09 ) $ 0.10 Diluted ( 0.09 ) ( 0.02 ) ( 0.09 ) 0.10 For the three months ended June 30, 2020 and 2019, equity awards of 4,633 and 4,395 , respectively, and for the six months ended June 30, 2020 and 2019, equity awards of 4,590 and 605 , respectively, were anti-dilutive and therefore not included in the calculation of earnings (loss) per share for these periods. |
Stock-Based Compensation Plan
Stock-Based Compensation Plan | 6 Months Ended |
Jun. 30, 2020 | |
Stock-Based Compensation Plan [Abstract] | |
Stock-Based Compensation Plan | NOTE 10. STOCK-BASED COMPENSATION PLAN Under the Company’s current 2015 Stock Incentive Plan (the “2015 Plan”), the Company’s Board of Directors has flexibility to determine the type and amount of awards to be granted to eligible participants, who must be employees, directors, officers or consultants of the Company or its subsidiaries. The 2015 Plan allows for grants of incentive stock options, nonqualified stock options, restricted stock awards, stock appreciation rights, and restricted units. The aggregate number of shares of common stock that may be granted through awards under the 2015 Plan to any employee in any calendar year may not exceed 500 shares. The 2015 Plan will continue in effect until December 2025 unless terminated sooner. During the six months ended June 30, 2020, the Company issued stock options for an aggregate of 263 shares under the 2015 Plan to directors and employees of the Company. Of the 263 options issued, 38 options vest in four equal consecutive quarterly tranches from the date of grant. 145 options issued vest in four equal annual tranches beginning December 31, 2020. 50 options issued vest in five equal annual tranches beginning December 31, 2020. The remaining 30 options issued vest in three equal annual tranches beginning December 31, 2020. For computing the fair value of the stock-based awards, the fair value of each option grant has been estimated as of the date of grant using the Black-Scholes option-pricing model with the following assumptions: Options Granted During the Six Months Ended June 30, 2020 Number of options 263 Option vesting period 1 - 5 Years Grant price $ 9.99 - $ 11.84 Dividend yield 0.84 % - 1.00 % Expected volatility (a) 40.9 % - 44.2 % Risk-free interest rate 0.41 % - 0.65 % Expected life (years) (b) 5.31 - 6.25 Weighted average fair value $ 3.72 - $ 4.35 (a) Expected volatility is based upon the Company’s historical volatility. (b) The expected term was determined based upon the underlying terms of the awards and the category and employment history of employee award recipient. The grant date fair value of the stock options granted during the six months ended June 30, 2020 was $ 1,067 , which will be recognized over the vesting period of the options. The total non-cash stock compensation expense related to restricted stock, stock options and stock awards recorded by the Company for the three months ended June 30, 2020 and 2019 was $ 616 and $ 783 , respectively, and for the six months ended June 30, 2020 and 2019 was $ 1,229 and $ 1,568 , respectively. For the three and six months ended June 30, 2020 and 2019, the majority of stock-based compensation costs were classified as selling, general and administrative expenses. As of June 30, 2020, there were 1,403 unvested stock options and unrecognized compensation cost of $ 4,340 related to unvested stock options, as well as 600 unvested restricted stock awards and unrecognized compensation costs of $ 2,518 related to unvested restricted stock awards. |
Commitments And Contingencies
Commitments And Contingencies | 6 Months Ended |
Jun. 30, 2020 | |
Commitments And Contingencies [Abstract] | |
Commitments And Contingencies | NOTE 11. COMMITMENTS AND CONTINGENCIES The Company is involved in various legal disputes and other legal proceedings that arise from time to time in the ordinary course of business. Based on currently available information, the Company does not believe that it is reasonably possible that the disposition of any of the legal disputes the Company or its subsidiaries is currently involved in will have a material adverse effect upon the Company’s consolidated financial condition, results of operations or cash flows. There is a reasonable possibility of loss from contingencies in excess of the amounts accrued by the Company in the accompanying condensed consolidated balance sheets; however, the actual amounts of such possible losses cannot currently be reasonably estimated by the Company at this time. It is possible that, as additional information becomes available, the impact on the Company could have a different effect. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2020 | |
Income Taxes [Abstract] | |
Income Taxes | NOTE 12. INCOME TAXES The Company’s U.S. federal statutory tax rate of 21 % and its foreign operations that are considered to be permanently reinvested have statutory tax rates of approximately 25 %. As of December 31, 2019, the Company’s gross deferred tax asset was $ 43,945 . The Company had recorded a valuation allowance of $ 28,632 , resulting in a net deferred tax asset of $ 15,313 , before deferred tax liabilities of $ 8,633 . The Company has provided a valuation allowance against a portion of the deferred tax assets as of June 30, 2020 and December 31, 2019, because the ultimate realization of those assets did not meet the more likely than not criteria. The majority of the Company’s deferred tax assets consist of net operating loss (“NOL”) carryforwards for federal tax purposes. If a change in control were to occur, these could be limited under Section 382 of the Internal Revenue Code of 1986 (“Code”), as amended. In assessing the realizability of deferred income tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible and net operating loss and credit carryforwards expire. The estimates and judgments associated with the Company’s valuation allowance on deferred tax assets are considered critical due to the amount of deferred tax assets recorded by the Company on its consolidated balance sheet and the judgment required in determining the Company’s future taxable income. The need for a valuation allowance is reassessed at each interim reporting period. As of December 31, 2019, the Company had NOL and research and experimentation credit for U.S. federal income tax purposes of $ 131,621 and $ 4,250 , respectively. The Company believes its NOL will offset some of its future U.S. federal income taxes. The majority of the Company’s pre-tax income is currently earned and expected to be earned in the U.S., or taxed in the U.S. as Subpart F income and will be offset with the NOL. NOLs available to offset taxable income, subject to compliance with Section 382 of the Code, begin to expire based upon the following schedule: Net Operating Loss Carryforward Expiration Dates December 31, 2019 Expiration Dates December 31, Net Operating Loss Amount 2022 $ 111,049 2023 5,712 2024 3,566 2025 and beyond 11,294 Total $ 131,621 |
Segment Information
Segment Information | 6 Months Ended |
Jun. 30, 2020 | |
Segment Information [Abstract] | |
Segment Information | NOTE 13. SEGMENT INFORMATION We operate our business structure within two segments. These segments are defined based on the internal financial reporting used by management. Certain significant selling and general and administrative expenses are not allocated to the segments including non-cash stock compensation expense. Each segment is described below: Our Black Diamond segment, which includes Black Diamond Equipment, PIEPS, and SKINourishment, is a global leader in designing, manufacturing, and marketing innovative outdoor engineered equipment and apparel for climbing, mountaineering, trail running, backpacking, skiing, and a wide range of other year-round outdoor recreation activities. Our Black Diamond segment offers a broad range of products including: high-performance, activity-based apparel (such as shells, insulation, midlayers, pants and logowear); rock-climbing footwear and equipment (such as carabiners, protection devices, harnesses, belay devices, helmets, and ice-climbing gear); technical backpacks and high-end day packs; trekking poles; headlamps and lanterns; gloves and mittens; and skincare and other sport-enhancing products. We also offer advanced skis, ski poles, ski skins, and snow safety products, including avalanche airbag systems, avalanche transceivers, shovels, and probes. Our Sierra segment, which includes Sierra, is an iconic American manufacturer of a wide range of high-performance bullets and ammunition for both rifles and pistols. These bullets and ammunition are used for precision target shooting, hunting and military and law enforcement purposes. As noted above, the Company has a wide variety of technical outdoor equipment and lifestyle products focused on the climb, ski, mountain and sport product categories that are sold to a variety of customers in multiple end markets. While there are multiple products sold, the terms and nature of revenue recognition policy is similar for all segments. The sport product category represents the Sierra segment revenue. We divide our product offerings into four primary categories of climb, mountain, ski and sport. Revenue by category as a percentage of total consolidated revenues is as follows: Three Months Ended Six Months Ended June 30, 2020 June 30, 2019 June 30, 2020 June 30, 2019 Climb 38 % 37 % 38 % 36 % Mountain 22 % 36 % 27 % 32 % Ski 7 % 8 % 14 % 15 % Sport 33 % 19 % 21 % 17 % Contract liabilities are recorded as a component of accounts payable and accrued liabilities when customers remit contractual cash payments in advance of us satisfying performance obligations which are satisfied at a future point of time. Contract liabilities were not material at June 30, 2020 and December 31, 2019. Contract liabilities are derecognized when the performance obligation is satisfied. Revenue recognized from satisfaction of performance obligations relating to the advanced payments during the three and six months ended June 30, 2020 and 2019 were not material. No other material remaining performance obligations exist at June 30, 2020. Financial information for our segments is as follows: Three Months Ended Six Months Ended June 30, 2020 June 30, 2019 June 30, 2020 June 30, 2019 Sales to external customers: Black Diamond Domestic sales $ 11,740 $ 22,149 $ 34,428 $ 46,681 International sales 8,462 15,696 31,569 43,565 Total Black Diamond 20,202 37,845 65,997 90,246 Sierra Domestic sales 8,519 6,273 14,379 12,330 International sales 1,293 2,876 3,193 5,636 Total Sierra 9,812 9,149 17,572 17,966 Total sales to external customers 30,014 46,994 83,569 108,212 Segment operating (loss) income: Black Diamond ( 4,000 ) ( 468 ) ( 2,326 ) 4,708 Sierra 2,346 1,418 3,818 3,079 Total segment operating (loss) income ( 1,654 ) 950 1,492 7,787 Restructuring charge - - - ( 13 ) Transaction costs ( 180 ) ( 41 ) ( 430 ) ( 87 ) Corporate and other expenses ( 1,797 ) ( 1,967 ) ( 4,332 ) ( 4,351 ) Interest expense, net ( 257 ) ( 315 ) ( 568 ) ( 625 ) (Loss) income before income tax $ ( 3,888 ) $ ( 1,373 ) $ ( 3,838 ) $ 2,711 There were no intercompany sales between the Black Diamond and Sierra segments for the periods presented. Restructuring charges for the periods presented relate to the Black Diamond segment. Total assets by segment, as of June 30, 2020 and December 31, 2019, were as follows: June 30, 2020 December 31, 2019 Black Diamond $ 129,863 $ 147,261 Sierra 74,282 72,104 Corporate 26,588 10,900 $ 230,733 $ 230,265 Capital expenditures, depreciation and amortization by segment is as follows. Three Months Ended Six Months Ended June 30, 2020 June 30, 2019 June 30, 2020 June 30, 2019 Capital expenditures: Black Diamond $ 316 $ 426 $ 1,305 $ 1,190 Sierra 403 522 716 804 Total capital expenditures $ 719 $ 948 $ 2,021 $ 1,994 Depreciation: Black Diamond $ 703 $ 631 $ 1,388 $ 1,242 Sierra 445 508 877 1,000 Total depreciation $ 1,148 $ 1,139 $ 2,265 $ 2,242 Amortization: Black Diamond $ 269 $ 277 $ 545 $ 556 Sierra 496 611 992 1,221 Total amortization $ 765 $ 888 $ 1,537 $ 1,777 |
Nature Of Operations And Summ_2
Nature Of Operations And Summary Of Significant Accounting Policies (Policy) | 6 Months Ended |
Jun. 30, 2020 | |
Nature Of Operations And Summary Of Significant Accounting Policies [Abstract] | |
Basis Of Presentation And Organization | The accompanying unaudited condensed consolidated financial statements of Clarus Corporation and subsidiaries (which may be referred to as the “Company,” “Clarus,” “we,” “us” or “our”) as of June 30, 2020 and December 31, 2019 and for the three and six months ended June 30, 2020 and 2019, have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”), instructions to the Quarterly Report on Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and notes required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting only of normal recurring adjustments, except otherwise disclosed) necessary for a fair presentation of the unaudited condensed consolidated financial statements have been included. The results for the three and six months ended June 30, 2020 are not necessarily indicative of the results to be obtained for the year ending December 31, 2020. These interim financial statements should be read in conjunction with the Company’s audited consolidated financial statements and footnotes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2019, filed with the Securities and Exchange Commission (the “SEC”) on March 9, 2020. Clarus, incorporated in Delaware in 1991, acquired Black Diamond Equipment, Ltd. (“Black Diamond Equipment”) in May 2010 and changed its name to Black Diamond, Inc. in January 2011. In October 2012, we acquired PIEPS Holding GmbH and its subsidiaries (collectively, “PIEPS”). On August 14, 2017, the Company changed its name from Black Diamond, Inc. to Clarus Corporation and its stock ticker symbol from “BDE” to “CLAR” on the NASDAQ stock exchange. On August 21, 2017, the Company acquired Sierra Bullets, L.L.C. (“Sierra”). On November 6, 2018, the Company acquired the assets of SKINourishment, Inc. (“SKINourishment”). On August 6, 2018 , the Company announced that its Board of Directors approved the initiation of a quarterly cash dividend program of $ 0.025 per share of the Company’s common stock (the “Quarterly Cash Dividend”) or $ 0.10 per share on an annualized basis. The declaration and payment of future Quarterly Cash Dividends is subject to the discretion of and approval of the Company’s Board of Directors. On May 1, 2020 , the Company announced that, in light of the COVID-19 pandemic, its Board of Directors had temporarily replaced its Quarterly Cash Dividend with a stock dividend and on July 31, 2020, the Company announced that the stock dividend will continue for the quarter ending September 30, 2020. Each record holder of shares of the Company’s common stock as of the close of business on August 10, 2020 (the “Record Date”) will be entitled to receive 0.0021 of a share of the Company’s common stock for each share of common stock held on the Record Date. The Company will distribute the stock dividend on August 21, 2020 , the distribution date. No fractional shares will be issued, and stockholders will receive cash for such fractional interests based on the closing market price of the Company’s common stock on the Record Date. The quarterly stock dividend will have a value of $ 0.025 per share, based on the closing market price on July 30, 2020. The dividend reflects an aggregate distribution of approximately 63 shares with a market value of approximately $ 747 . |
Nature Of Business | Nature of Business Headquartered in Salt Lake City, Utah, Clarus, a company focused on the outdoor and consumer industries, is seeking opportunities to acquire and grow businesses that can generate attractive shareholder returns. The Company has net operating tax loss carryforwards which it is seeking to redeploy to maximize shareholder value. Clarus’ primary business is as a leading designer, developer, manufacturer and distributor of outdoor equipment and lifestyle products focused on the climb, ski, mountain, sport and skincare markets. The Company’s products are principally sold under the Black Diamond®, Sierra®, PIEPS® and SKINourishment® brand names through outdoor specialty and online retailers, distributors and original equipment manufacturers throughout the U.S. and internationally. Through our Black Diamond, PIEPS, and SKINourishment brands, we offer a broad range of products including: high-performance, activity-based apparel (such as shells, insulation, midlayers, pants and logowear); rock-climbing footwear and equipment (such as carabiners, protection devices, harnesses, belay devices, helmets, and ice-climbing gear); technical backpacks and high-end day packs; trekking poles; headlamps and lanterns; gloves and mittens; and skincare and other sport-enhancing products. We also offer advanced skis, ski poles, ski skins, and snow safety products, including avalanche airbag systems, avalanche transceivers, shovels, and probes. Through our Sierra brand, we manufacture a wide range of high-performance bullets and ammunition for both rifles and pistols that are used for precision target shooting, hunting and military and law enforcement purposes. |
Impact of COVID-19 | Impact of COVID-19 The global outbreak of COVID-19 was declared a pandemic by the World Health Organization and a national emergency by the U.S. government in March 2020, with governments world-wide implementing safety measures restricting travel and requiring citizen lockdowns and self-confinements for quarantining purposes. This has negatively affected the U.S. and global economy, disrupted global supply chains, and resulted in significant transport restrictions and disruption of financial markets. The impact of this pandemic has created significant uncertainty in the global economy and has affected our business, employees, retail and distribution partners, suppliers, and customers. The decline in retail demand within our Black Diamond segment over the second half of March 2020 and during the three months ended June 30, 2020, negatively impacted our sales and profitability for the first and second quarters of 2020. We also expect an adverse impact on the Company’s sales and profitability in future periods. The duration of these trends and the magnitude of such impacts cannot be precisely estimated at this time, as they are affected by a number of factors (some of which are outside management’s control), including those presented in Item 1A. Risk Factors of our Quarterly Report for the quarterly period ended March 31, 2020. We are mitigating some of the negative impacts to our operating results by taking significant actions to improve our current operating results and liquidity position, including drawing on the credit facility, suspending share repurchases and cash dividends, postponing non-essential capital expenditures, reducing operating costs, modulating production in line with demand, initiating workforce reductions and furloughs, and substantially reducing discretionary spending. We will continue to adjust mitigation measures as needed related to health and safety. Those measures have and might continue to include temporarily suspending manufacturing or retail operations, modifying workspaces, continuing social distancing policies, implementing new personal protective equipment or health screening policies at our facilities, or such other industry best practices needed to continue maintain a healthy and safe environment for our employees amidst the pandemic. These countermeasures are expected to partially mitigate the impacts of COVID-19 on our full year 2020 financial results. As the impact of the COVID-19 pandemic on the economy and our operations evolves, we will continue to assess the impact on the Company and respond accordingly. Sustained adverse impacts to the Company, certain suppliers, dealers or customers may also affect the Company’s future cash flows, liquidity, and valuation of certain assets and therefore may increase the likelihood of an impairment charge, write-off, or reserve associated with such assets, including goodwill, indefinite and finite-lived intangible assets, property and equipment, inventories, accounts receivable, tax assets, and other assets. |
Use Of Estimates | Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Estimates are used to record the allowance for credit losses and doubtful accounts, liabilities for product warranties, excess or obsolete inventory, valuation of deferred tax assets, and valuation of long-lived assets, goodwill and other intangible assets. We base our estimates on historical experience and other assumptions that are believed to be reasonable under the circumstances. Actual results could differ from these estimates. |
Recent Accounting Pronouncements | Significant Accounting Policies Accounting Pronouncements not yet adopted In March 2020, the Financial Accounting Standards Board ( “ FASB ” ) issued Accounting Standards Update ( “ ASU ” ) 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting . This ASU provides temporary optional expedients and exceptions to existing guidance on contract modifications and hedge accounting to facilitate the market transition from existing reference rates, such as the London Inter-Bank Offered Rate ( “ LIBOR ” ) which is being phased out in 2021, to alternate reference rates, such as the Secured Overnight Financing Rate ( “ SOFR ” ). The standard was effective upon issuance and allowed application to contract changes as early as January 1, 2020. The provisions have impact as contract modifications and other changes occur while LIBOR is phased out. The Company is in the process of evaluating the optional relief guidance provided within this ASU. Management will continue its assessment and monitor regulatory developments during the LIBOR transition period. |
Inventories (Tables)
Inventories (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Inventories [Abstract] | |
Inventories | June 30, 2020 December 31, 2019 Finished goods $ 58,920 $ 59,452 Work-in-process 5,830 7,474 Raw materials and supplies 7,764 6,506 $ 72,514 $ 73,432 |
Property And Equipment (Tables)
Property And Equipment (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Property And Equipment [Abstract] | |
Property And Equipment | June 30, 2020 December 31, 2019 Land $ 3,160 $ 3,160 Building and improvements 6,976 6,964 Furniture and fixtures 5,621 5,255 Computer hardware and software 5,482 5,298 Machinery and equipment 22,937 21,578 Construction in progress 1,842 1,690 46,018 43,945 Less accumulated depreciation ( 23,298 ) ( 21,026 ) $ 22,720 $ 22,919 |
Goodwill And Other Intangible_2
Goodwill And Other Intangible Assets (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Goodwill And Other Intangible Assets [Abstract] | |
Schedule Of Goodwill | Black Diamond Sierra Total Balance at December 31, 2019 $ - $ 18,090 $ 18,090 Balance at June 30, 2020 $ - $ 18,090 $ 18,090 |
Schedule Of Indefinite Lived Intangible Assets | Balance at December 31, 2019 $ 41,630 Impact of foreign currency exchange rates 4 Balance at June 30, 2020 $ 41,634 |
Schedule Of Definite Lived Intangible Assets, Net | Gross balance at December 31, 2019 $ 32,917 Impact of foreign currency exchange rates 6 Gross balance at June 30, 2020 $ 32,923 |
Schedule Of Intangible Assets, Net Of Amortization | June 30, 2020 December 31, 2019 Customer lists and relationships $ 25,998 $ 25,995 Product technologies 4,715 4,712 Tradename / trademark 1,263 1,263 Core technologies 947 947 32,923 32,917 Less accumulated amortization ( 18,644 ) ( 17,101 ) $ 14,279 $ 15,816 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Long-Term Debt [Abstract] | |
Components Of Long-Term Debt | June 30, 2020 December 31, 2019 Revolving credit facility (a) $ 9,566 $ 22,670 Foreign credit facilities (b) 955 - Term note (c) 20,000 - 30,521 22,670 Less current portion ( 4,000 ) - $ 26,521 $ 22,670 |
Derivative Financial Instrume_2
Derivative Financial Instruments - (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Derivative Financial Instruments [Abstract] | |
Schedule Of Contracts Designated As Hedged Instruments | June 30, 2020 Notional Latest Amount Maturity Foreign exchange contracts - Canadian Dollars $ 10,333 February 2021 Foreign exchange contracts - Euros € 23,562 August 2021 Foreign exchange contracts - Swiss Francs CHF 194 August 2020 December 31, 2019 Notional Latest Amount Maturity Foreign exchange contracts - Canadian Dollars $ 15,932 February 2021 Foreign exchange contracts - Euros € 18,168 February 2021 Foreign exchange contracts - Swiss Francs CHF 661 August 2020 |
Schedule Of Derivative Instruments Fair Value And Balance Sheet Classification | Classification June 30, 2020 December 31, 2019 Derivative instruments in asset positions: Forward exchange contracts Prepaid and other current assets $ 449 $ 226 Forward exchange contracts Other long-term assets $ 16 $ - Derivative instruments in liability positions: Forward exchange contracts Accounts payable and accrued liabilities $ 7 $ 152 Forward exchange contracts Other long-term liabilities $ - $ 29 |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Income (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Accumulated Other Comprehensive Income [Abstract] | |
Reclassification Out Of Accumulated Other Comprehensive Income | Gains reclassified from AOCI to the Consolidated Statements of Comprehensive Income (Loss) Affected line item in the Consolidated Three Months Ended Six Months Ended Statements of Comprehensive Income (Loss) June 30, 2020 June 30, 2019 June 30, 2020 June 30, 2019 Foreign exchange contracts: Sales $ 294 $ 302 $ 582 $ 583 Less: Income tax expense 71 132 140 156 Amount reclassified, net of tax $ 223 $ 170 $ 442 $ 427 Total reclassifications from AOCI $ 223 $ 170 $ 442 $ 427 |
Fair Value Of Measurements (Tab
Fair Value Of Measurements (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Fair Value Of Measurements [Abstract] | |
Schedule Of Assets And Liabilities Measured On A Recurring Basis | June 30, 2020 Level 1 Level 2 Level 3 Total Assets Forward exchange contracts $ - $ 465 $ - $ 465 $ - $ 465 $ - $ 465 Liabilities Forward exchange contracts $ - $ 7 $ - $ 7 $ - $ 7 $ - $ 7 December 31, 2019 Level 1 Level 2 Level 3 Total Assets Forward exchange contracts $ - $ 226 $ - $ 226 $ - $ 226 $ - $ 226 Liabilities Forward exchange contracts $ - $ 181 $ - $ 181 $ - $ 181 $ - $ 181 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Earnings Per Share [Abstract] | |
Schedule Of Reconciliation Of Basic And Diluted Shares Of Common Stock Outstanding Used In Calculation Of Earnings Per Share | Three Months Ended Six Months Ended June 30, 2020 June 30, 2019 June 30, 2020 June 30, 2019 Weighted average shares outstanding - basic 29,817 29,898 29,789 29,824 Effect of dilutive stock awards - - - 1,137 Weighted average shares outstanding - diluted 29,817 29,898 29,789 30,961 Net (loss) income per share: Basic $ ( 0.09 ) $ ( 0.02 ) $ ( 0.09 ) $ 0.10 Diluted ( 0.09 ) ( 0.02 ) ( 0.09 ) 0.10 |
Stock-Based Compensation Plan (
Stock-Based Compensation Plan (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Stock Options [Member] | |
Schedule Of Valuation Assumptions Used In Computing Fair Value Of Stock-Based Awards | Options Granted During the Six Months Ended June 30, 2020 Number of options 263 Option vesting period 1 - 5 Years Grant price $ 9.99 - $ 11.84 Dividend yield 0.84 % - 1.00 % Expected volatility (a) 40.9 % - 44.2 % Risk-free interest rate 0.41 % - 0.65 % Expected life (years) (b) 5.31 - 6.25 Weighted average fair value $ 3.72 - $ 4.35 (a) Expected volatility is based upon the Company’s historical volatility. (b) The expected term was determined based upon the underlying terms of the awards and the category and employment history of employee award recipient. |
Income Taxes (Tables)
Income Taxes (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Income Taxes [Abstract] | |
Summary Of Tax Credit Carryforwards | Net Operating Loss Carryforward Expiration Dates December 31, 2019 Expiration Dates December 31, Net Operating Loss Amount 2022 $ 111,049 2023 5,712 2024 3,566 2025 and beyond 11,294 Total $ 131,621 |
Segment Information (Tables)
Segment Information (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Segment Information [Abstract] | |
Schedule Of Revenue By Category | Three Months Ended Six Months Ended June 30, 2020 June 30, 2019 June 30, 2020 June 30, 2019 Climb 38 % 37 % 38 % 36 % Mountain 22 % 36 % 27 % 32 % Ski 7 % 8 % 14 % 15 % Sport 33 % 19 % 21 % 17 % |
Financial Information for Segments | Three Months Ended Six Months Ended June 30, 2020 June 30, 2019 June 30, 2020 June 30, 2019 Sales to external customers: Black Diamond Domestic sales $ 11,740 $ 22,149 $ 34,428 $ 46,681 International sales 8,462 15,696 31,569 43,565 Total Black Diamond 20,202 37,845 65,997 90,246 Sierra Domestic sales 8,519 6,273 14,379 12,330 International sales 1,293 2,876 3,193 5,636 Total Sierra 9,812 9,149 17,572 17,966 Total sales to external customers 30,014 46,994 83,569 108,212 Segment operating (loss) income: Black Diamond ( 4,000 ) ( 468 ) ( 2,326 ) 4,708 Sierra 2,346 1,418 3,818 3,079 Total segment operating (loss) income ( 1,654 ) 950 1,492 7,787 Restructuring charge - - - ( 13 ) Transaction costs ( 180 ) ( 41 ) ( 430 ) ( 87 ) Corporate and other expenses ( 1,797 ) ( 1,967 ) ( 4,332 ) ( 4,351 ) Interest expense, net ( 257 ) ( 315 ) ( 568 ) ( 625 ) (Loss) income before income tax $ ( 3,888 ) $ ( 1,373 ) $ ( 3,838 ) $ 2,711 |
Total Assets by Segment | June 30, 2020 December 31, 2019 Black Diamond $ 129,863 $ 147,261 Sierra 74,282 72,104 Corporate 26,588 10,900 $ 230,733 $ 230,265 |
Depreciation and Amortization by Segment | Three Months Ended Six Months Ended June 30, 2020 June 30, 2019 June 30, 2020 June 30, 2019 Capital expenditures: Black Diamond $ 316 $ 426 $ 1,305 $ 1,190 Sierra 403 522 716 804 Total capital expenditures $ 719 $ 948 $ 2,021 $ 1,994 Depreciation: Black Diamond $ 703 $ 631 $ 1,388 $ 1,242 Sierra 445 508 877 1,000 Total depreciation $ 1,148 $ 1,139 $ 2,265 $ 2,242 Amortization: Black Diamond $ 269 $ 277 $ 545 $ 556 Sierra 496 611 992 1,221 Total amortization $ 765 $ 888 $ 1,537 $ 1,777 |
Nature Of Operations And Summ_3
Nature Of Operations And Summary Of Significant Accounting Policies (Details) - USD ($) $ / shares in Units, $ in Thousands | Jul. 31, 2020 | Aug. 06, 2018 | Jun. 30, 2020 | Mar. 31, 2020 | Jun. 30, 2019 | Mar. 31, 2019 | Jun. 30, 2020 |
Nature Of Operations And Summary Of Significant Accounting Policies [Line Items] | |||||||
Aggregate cost of tender offer | $ 137 | $ 1,505 | |||||
Dividend annualized | $ 0.10 | ||||||
Dividend per quarter | $ 0.025 | ||||||
Dividends | $ 744 | $ 748 | $ 746 | ||||
Dividends per share | $ 0.025 | $ 0.025 | $ 0.025 | ||||
Dividend date declared | Aug. 6, 2018 | ||||||
Subsequent Event [Member] | |||||||
Nature Of Operations And Summary Of Significant Accounting Policies [Line Items] | |||||||
Dividend per quarter | $ 0.025 | ||||||
Dividend date declared | May 1, 2020 | ||||||
Dividend date of record | Aug. 10, 2020 | ||||||
Dividends, shares to be paid per share owned | 0.0021 | ||||||
Dividend date to be paid | Aug. 21, 2020 | ||||||
Dividend, stock dividend | 63,000 | ||||||
Dividend, stock dividend value | $ 747 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Inventories [Abstract] | ||
Finished goods | $ 58,920 | $ 59,452 |
Work-in-process | 5,830 | 7,474 |
Raw materials and supplies | 7,764 | 6,506 |
Inventories | $ 72,514 | $ 73,432 |
Property And Equipment (Propert
Property And Equipment (Property And Equipment) (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Property And Equipment [Abstract] | ||
Land | $ 3,160 | $ 3,160 |
Buildings and improvements | 6,976 | 6,964 |
Furniture and fixtures | 5,621 | 5,255 |
Computer hardware and software | 5,482 | 5,298 |
Machinery and equipment | 22,937 | 21,578 |
Construction in progress | 1,842 | 1,690 |
Property and equipment, gross | 46,018 | 43,945 |
Less accumulated depreciation | (23,298) | (21,026) |
Property and equipment | $ 22,720 | $ 22,919 |
Goodwill And Other Intangible_3
Goodwill And Other Intangible Assets (Schedule Of Goodwill) (Details) $ in Thousands | Jun. 30, 2020USD ($) |
Goodwill [Line Items] | |
Beginning Balance | $ 18,090 |
Ending Balance | 18,090 |
Sierra [Member] | |
Goodwill [Line Items] | |
Beginning Balance | 18,090 |
Ending Balance | $ 18,090 |
Goodwill And Other Intangible_4
Goodwill And Other Intangible Assets (Schedule Of Indefinite Lived Intangible Assets) (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2020USD ($) | |
Acquisition [Abstract] | |
Balance at December 31, 2019 | $ 41,630 |
Impact of foreign currency exchange rates | 4 |
Balance at June 30, 2020 | $ 41,634 |
Goodwill And Other Intangible_5
Goodwill And Other Intangible Assets (Schedule Of Definite Lived Intangible Assets, Net) (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2020USD ($) | |
Acquisition [Abstract] | |
Gross balance at December 31, 2019 | $ 32,917 |
Impact of foreign currency exchange rates | 6 |
Gross balance at June 30, 2020 | $ 32,923 |
Goodwill And Other Intangible_6
Goodwill And Other Intangible Assets (Schedule Of Intangible Assets, Net Of Amortization) (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, gross | $ 32,923 | $ 32,917 |
Less accumulated amortization | (18,644) | (17,101) |
Intangible assets, net | 14,279 | 15,816 |
Customer Lists And Relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, gross | 25,998 | 25,995 |
Product Technologies [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, gross | 4,715 | 4,712 |
Trade Names and Trademarks [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, gross | 1,263 | 1,263 |
Core Technologies [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, gross | $ 947 | $ 947 |
Long-Term Debt (Components Of L
Long-Term Debt (Components Of Long-Term Debt) (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2020 | Dec. 31, 2019 | |
Line Of Credit Facility And Long Term Debt [Line Items] | ||
Total carrying amount of long-term debt | $ 30,521 | $ 22,670 |
Less current portion | (4,000) | |
Long-term debt, net | 26,521 | 22,670 |
Term Loan Facility [Member] | ||
Line Of Credit Facility And Long Term Debt [Line Items] | ||
Term note | 20,000 | |
Quarterly payment | $ 1,000 | |
Interest rate during the year | 1.6875% | |
Revolving Credit Facility [Member] | ||
Line Of Credit Facility And Long Term Debt [Line Items] | ||
Credit facility | $ 9,566 | $ 22,670 |
Credit facility current borrowing capacity | $ 60,000 | |
Credit facility, Interest rate at end of period | 1.75% | 3.3125% |
Foreign Credit Facility [Member] | ||
Line Of Credit Facility And Long Term Debt [Line Items] | ||
Credit facility | $ 955 | |
Credit facility, Interest rate at end of period | 1.3864% |
Derivative Financial Instrume_3
Derivative Financial Instruments (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Maximum net exposure to company | $ 458 | |||
Sales | $ 30,014 | $ 46,994 | 83,569 | $ 108,212 |
Reclassification Out Of Accumulated Other Comprehensive Income [Member] | Unrealized Gains (Losses) on Cash Flow Hedges [Member] | ||||
Sales | $ 294 | $ 302 | $ 582 | $ 583 |
Derivative Financial Instrume_4
Derivative Financial Instruments (Schedule Of Contracts Designated As Hedged Instruments) (Details) - Designated as Hedging Instrument [Member] € in Thousands, SFr in Thousands, $ in Thousands | 6 Months Ended | 12 Months Ended | ||||
Jun. 30, 2020CAD ($) | Dec. 31, 2019CAD ($) | Jun. 30, 2020EUR (€) | Jun. 30, 2020CHF (SFr) | Dec. 31, 2019EUR (€) | Dec. 31, 2019CHF (SFr) | |
Canadian Dollars [Member] | ||||||
Foreign Exchange Contracts [Line Items] | ||||||
Foreign exchange contracts, Notional Amount | $ | $ 10,333 | $ 15,932 | ||||
Derivative, Maturity Date | Feb. 1, 2021 | Feb. 1, 2021 | ||||
Euro [Member] | ||||||
Foreign Exchange Contracts [Line Items] | ||||||
Foreign exchange contracts, Notional Amount | € | € 23,562 | € 18,168 | ||||
Derivative, Maturity Date | Aug. 1, 2021 | Feb. 1, 2021 | ||||
Swiss Francs [Member] | ||||||
Foreign Exchange Contracts [Line Items] | ||||||
Foreign exchange contracts, Notional Amount | SFr | SFr 194 | SFr 661 | ||||
Derivative, Maturity Date | Aug. 1, 2020 | Aug. 1, 2020 |
Derivative Financial Instrume_5
Derivative Financial Instruments (Schedule Of Derivative Instruments Fair Value And Balance Sheet Classification) (Details) - Forward exchange contracts [Member] - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Prepaid And Other Current Assets [Member] | ||
Derivative instruments in asset positions, Forward exchange contracts | $ 449 | $ 226 |
Other Long-Term Assets [Member] | ||
Derivative instruments in asset positions, Forward exchange contracts | 16 | |
Accounts Payable And Accrued Liabilities [Member] | ||
Derivative instruments in liability positions, Forward exchange contracts | $ 7 | 152 |
Other Long-Term Liabilities [Member] | ||
Derivative instruments in liability positions, Forward exchange contracts | $ 29 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Income (Components Of Accumulated Other Comprehensive Income) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2020 | Mar. 31, 2020 | Jun. 30, 2019 | Mar. 31, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Balance | $ 109 | $ (303) | $ 15 | $ 477 | $ (303) | $ 477 |
Other comprehensive income (loss) before reclassifications | 41 | (99) | 672 | (304) | ||
Amounts reclassified from other comprehensive income (loss) | (223) | (170) | (442) | (427) | ||
Net current period other comprehensive income (loss) | (182) | 412 | (269) | (462) | 230 | (731) |
Balance | (73) | 109 | (254) | 15 | (73) | (254) |
Foreign Currency Translation Adjustments [Member] | ||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Balance | (687) | (286) | (300) | 73 | (286) | 73 |
Other comprehensive income (loss) before reclassifications | 367 | 230 | (34) | (143) | ||
Net current period other comprehensive income (loss) | 367 | 230 | (34) | (143) | ||
Balance | (320) | (687) | (70) | (300) | (320) | (70) |
Unrealized Gains (Losses) on Cash Flow Hedges [Member] | ||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Balance | 796 | (17) | 315 | 404 | (17) | 404 |
Other comprehensive income (loss) before reclassifications | (326) | (329) | 706 | (161) | ||
Amounts reclassified from other comprehensive income (loss) | (223) | (170) | (442) | (427) | ||
Net current period other comprehensive income (loss) | (549) | (499) | 264 | (588) | ||
Balance | $ 247 | $ 796 | $ (184) | $ 315 | $ 247 | $ (184) |
Accumulated Other Comprehensi_4
Accumulated Other Comprehensive Income (Reclassification Out Of Accumulated Other Comprehensive Income) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Sales | $ 30,014 | $ 46,994 | $ 83,569 | $ 108,212 |
Less: Income tax expense | (1,145) | (679) | (1,131) | (382) |
Total reclassificaitons from AOCI | 223 | 170 | 442 | 427 |
Unrealized Gains (Losses) on Cash Flow Hedges [Member] | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Total reclassificaitons from AOCI | 223 | 170 | 442 | 427 |
Reclassification Out Of Accumulated Other Comprehensive Income [Member] | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Total reclassificaitons from AOCI | 223 | 170 | 442 | 427 |
Reclassification Out Of Accumulated Other Comprehensive Income [Member] | Unrealized Gains (Losses) on Cash Flow Hedges [Member] | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Sales | 294 | 302 | 582 | 583 |
Less: Income tax expense | 71 | 132 | 140 | 156 |
Total reclassificaitons from AOCI | $ 223 | $ 170 | $ 442 | $ 427 |
Fair Value Of Measurements (Sch
Fair Value Of Measurements (Schedule Of Assets And Liabilities Measured On A Recurring Basis) (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Forward exchange contract, asset, fair value | $ 465 | $ 226 |
Forward exchange contract, liability, fair value | 7 | 181 |
Assets fair value | 465 | 226 |
Liabilities fair value | 7 | 181 |
Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Forward exchange contract, asset, fair value | ||
Forward exchange contract, liability, fair value | ||
Assets fair value | ||
Liabilities fair value | ||
Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Forward exchange contract, asset, fair value | 465 | 226 |
Forward exchange contract, liability, fair value | 7 | 181 |
Assets fair value | 465 | 226 |
Liabilities fair value | 7 | 181 |
Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Forward exchange contract, asset, fair value | ||
Forward exchange contract, liability, fair value | ||
Assets fair value | ||
Liabilities fair value |
Earnings Per Share - (Narrative
Earnings Per Share - (Narrative) (Details) - shares shares in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Earnings Per Share [Abstract] | ||||
Antidilutive securities excluded from computation of earnings per share, number of shares | 4,633 | 4,395 | 4,590 | 605 |
Earnings Per Share (Schedule Of
Earnings Per Share (Schedule Of Reconciliation Of Basic And Diluted Shares Of Common Stock Outstanding Used In Calculation Of Earnings Per Share) (Details) - $ / shares shares in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Earnings Per Share [Abstract] | ||||
Weighted average number of shares outstanding - basic | 29,817 | 29,898 | 29,789 | 29,824 |
Effect of dilutive stock awards | 1,137 | |||
Weighted average number of shares outstanding - diluted | 29,817 | 29,898 | 29,789 | 30,961 |
Basic net income (loss) per share | $ (0.09) | $ (0.02) | $ (0.09) | $ 0.10 |
Diluted net income (loss) per share | $ (0.09) | $ (0.02) | $ (0.09) | $ 0.10 |
Stock-Based Compensation Plan_2
Stock-Based Compensation Plan (Narrative) (Details) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020USD ($)shares | Jun. 30, 2019USD ($) | Jun. 30, 2020USD ($)itemshares | Jun. 30, 2019USD ($) | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of shares authorized under the plan | 500 | 500 | ||
Stock options granted fair value | $ | $ 1,067 | |||
Allocated Share-based Compensation Expense | $ | $ 616 | $ 783 | 1,229 | $ 1,568 |
Unrecognized compensation cost related to unvested stock options | $ | $ 4,340 | $ 4,340 | ||
Unvested restricted stock awards | 600 | 600 | ||
Unvested stock options | 1,403 | 1,403 | ||
Unrecognized compensation cost related to unvested restricted stock awards | $ | $ 2,518 | $ 2,518 | ||
2015 Plan [Member] | Stock Options [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of stock options issued under a plan | 263 | |||
Minimum [Member] | 2015 Plan [Member] | Stock Options [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting period | 1 year | |||
Maximum [Member] | 2015 Plan [Member] | Stock Options [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting period | 5 years | |||
Vest In Four Equal Consecutive Quarterly Tranches From The Date Of Grant [Member] | 2015 Plan [Member] | Stock Options [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of stock options issued under a plan | 38 | |||
Number of Vesting Tranches | item | 4 | |||
Vest In Four Equal Installments [Member] | 2015 Plan [Member] | Stock Options [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of stock options issued under a plan | 145 | |||
Number of Vesting Tranches | item | 4 | |||
Vest In Five Equal Installments [Member] | 2015 Plan [Member] | Stock Options [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of stock options issued under a plan | 50 | |||
Number of Vesting Tranches | item | 5 | |||
Vesting In Three Installments [Member] | 2015 Plan [Member] | Stock Options [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of stock options issued under a plan | 30 | |||
Number of Vesting Tranches | item | 3 |
Stock-Based Compensation Plan_3
Stock-Based Compensation Plan (Schedule Of Valuation Assumptions Used In Computing Fair Value Of Stock-Based Awards) (Details) - 2015 Plan [Member] - Stock Options [Member] shares in Thousands | 6 Months Ended | |
Jun. 30, 2020$ / sharesshares | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Options granted | shares | 263 | |
Vest In Four Equal Consecutive Quarterly Tranches From The Date Of Grant [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Options granted | shares | 38 | |
Minimum [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Vesting period | 1 year | |
Grant price | $ 9.99 | |
Dividend yield | 0.84% | |
Expected Volatility | 40.90% | [1] |
Risk-free interest rate | 0.41% | |
Expected life (years) | 5 years 3 months 21 days | [2] |
Weighted average fair value | $ 3.72 | |
Maximum [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Vesting period | 5 years | |
Grant price | $ 11.84 | |
Dividend yield | 1.00% | |
Expected Volatility | 44.20% | |
Risk-free interest rate | 0.65% | |
Expected life (years) | 6 years 3 months | |
Weighted average fair value | $ 4.35 | |
[1] | Options Granted During the Six Months Ended June 30, 2020 Number of options 263 Option vesting period 1 - 5 Years Grant price $ 9.99 - $ 11.84 Dividend yield 0.84 % - 1.00 % Expected volatility (a) 40.9 % - 44.2 % Risk-free interest rate 0.41 % - 0.65 % Expected life (years) (b) 5.31 - 6.25 Weighted average fair value $ 3.72 - $ 4.35 (a) Expected volatility is based upon the Company’s historical volatility. | |
[2] | The expected term was determined based upon the underlying terms of the awards and the category and employment history of employee award recipient. |
Income Taxes (Narrative) (Detai
Income Taxes (Narrative) (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2020 | Dec. 31, 2019 | |
Income Taxes [Abstract] | ||
Statutory income tax (benefit) expense | 21.00% | |
Foreign statutory tax rate, foreign operations | 25.00% | |
Gross deferred tax asset | $ 43,945 | |
Valuation allowance | 28,632 | |
Net deferred tax asset | 15,313 | |
Deferred tax liabilities, gross | 8,633 | |
Net operating loss carryforwards for U.S. federal income tax purposes | 131,621 | |
Research and experimentation credit carryforwards | $ 4,250 |
Income Taxes (Summary Of Tax Cr
Income Taxes (Summary Of Tax Credit Carryforwards) (Details) $ in Thousands | Dec. 31, 2019USD ($) |
Tax Credit Carryforward [Line Items] | |
Total net operating loss amount | $ 131,621 |
Operating loss carryforward expiration year 2022 | |
Tax Credit Carryforward [Line Items] | |
Net operating loss amount | 111,049 |
Operating loss carryforward expiration year 2023 | |
Tax Credit Carryforward [Line Items] | |
Net operating loss amount | 5,712 |
Operating loss carryforward expiration year 2024 | |
Tax Credit Carryforward [Line Items] | |
Net operating loss amount | 3,566 |
Operating loss carryforward expiration year 2025 and beyond [Member] | |
Tax Credit Carryforward [Line Items] | |
Net operating loss amount | $ 11,294 |
Segment Information (Narrative)
Segment Information (Narrative) (Details) | 6 Months Ended |
Jun. 30, 2020segment | |
Segment Information [Abstract] | |
Number of segments | 2 |
Segment Information (Schedule O
Segment Information (Schedule Of Revenue By Category) (Details) - Revenue Benchmark [Member] - Product Concentration Risk [Member] | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Climb [Member] | ||||
Product Information [Line Items] | ||||
Concentration risk, percentage | 38.00% | 37.00% | 38.00% | 36.00% |
Mountain [Member] | ||||
Product Information [Line Items] | ||||
Concentration risk, percentage | 22.00% | 36.00% | 27.00% | 32.00% |
Ski [Member] | ||||
Product Information [Line Items] | ||||
Concentration risk, percentage | 7.00% | 8.00% | 14.00% | 15.00% |
Sport [Member] | ||||
Product Information [Line Items] | ||||
Concentration risk, percentage | 33.00% | 19.00% | 21.00% | 17.00% |
Segment Information (Financial
Segment Information (Financial Information for Segments) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Segment Reporting Information [Line Items] | ||||
Sales to external customers | $ 30,014 | $ 46,994 | $ 83,569 | $ 108,212 |
Operating income (expense) | (4,037) | (1,241) | (3,145) | 3,176 |
Restructuring charges | (13) | |||
Transaction costs | (180) | (41) | (430) | (87) |
Corporate and other expenses | (1,797) | (1,967) | (4,332) | (4,351) |
Interest income (expense), net | (257) | (315) | (568) | (625) |
Income (loss) before income tax | (3,888) | (1,373) | (3,838) | 2,711 |
Operating Segments [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Operating income (expense) | (1,654) | 950 | 1,492 | 7,787 |
Black Diamond [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Sales to external customers | 20,202 | 37,845 | 65,997 | 90,246 |
Black Diamond [Member] | Operating Segments [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Operating income (expense) | (4,000) | (468) | (2,326) | 4,708 |
Sierra [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Sales to external customers | 9,812 | 9,149 | 17,572 | 17,966 |
Sierra [Member] | Operating Segments [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Operating income (expense) | 2,346 | 1,418 | 3,818 | 3,079 |
Domestic Sales [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Sales to external customers | 20,259 | 28,422 | 48,807 | 59,011 |
Domestic Sales [Member] | Black Diamond [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Sales to external customers | 11,740 | 22,149 | 34,428 | 46,681 |
Domestic Sales [Member] | Sierra [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Sales to external customers | 8,519 | 6,273 | 14,379 | 12,330 |
International Sales [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Sales to external customers | 9,755 | 18,572 | 34,762 | 49,201 |
International Sales [Member] | Black Diamond [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Sales to external customers | 8,462 | 15,696 | 31,569 | 43,565 |
International Sales [Member] | Sierra [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Sales to external customers | $ 1,293 | $ 2,876 | $ 3,193 | $ 5,636 |
Segment Information (Total Asse
Segment Information (Total Assets by Segments) (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Segment Reporting Information [Line Items] | ||
Assets | $ 230,733 | $ 230,265 |
Black Diamond [Member] | ||
Segment Reporting Information [Line Items] | ||
Assets | 129,863 | 147,261 |
Sierra [Member] | ||
Segment Reporting Information [Line Items] | ||
Assets | 74,282 | 72,104 |
Corporate [Member] | ||
Segment Reporting Information [Line Items] | ||
Assets | $ 26,588 | $ 10,900 |
Segment Information (Capital Ex
Segment Information (Capital Expenditures, Depreciation and Amortization by Segment) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Segment Reporting Information [Line Items] | ||||
Capital expenditures | $ 719 | $ 948 | $ 2,021 | $ 1,994 |
Depreciation | 1,148 | 1,139 | 2,265 | 2,242 |
Amortization | 765 | 888 | 1,537 | 1,777 |
Black Diamond [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Capital expenditures | 316 | 426 | 1,305 | 1,190 |
Depreciation | 703 | 631 | 1,388 | 1,242 |
Amortization | 269 | 277 | 545 | 556 |
Sierra [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Capital expenditures | 403 | 522 | 716 | 804 |
Depreciation | 445 | 508 | 877 | 1,000 |
Amortization | $ 496 | $ 611 | $ 992 | $ 1,221 |