Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2023 | May 01, 2023 | |
Document and Entity Information | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Mar. 31, 2023 | |
Entity Registrant Name | Climb Global Solutions, Inc. | |
Entity File Number | 000-26408 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 13-3136104 | |
Entity Address, Address Line One | 4 Industrial Way West, Suite 300 | |
Entity Address, City or Town | Eatontown | |
Entity Address, State or Province | NJ | |
Entity Address, Postal Zip Code | 07724 | |
City Area Code | 732 | |
Local Phone Number | 389-8950 | |
Title of 12(b) Security | Common stock, $.01 par value per share | |
Trading Symbol | CLMB | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Central Index Key | 0000945983 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 4,553,240 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q1 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 61,741 | $ 20,245 |
Accounts receivable, net of allowance for doubtful accounts of $728 and $842, respectively | 126,385 | 154,596 |
Inventory, net | 4,064 | 4,766 |
Vendor prepayments and advances | 890 | |
Prepaid expenses and other current assets | 7,837 | 4,141 |
Total current assets | 200,027 | 184,638 |
Equipment and leasehold improvements, net | 4,575 | 3,515 |
Goodwill | 19,220 | 18,963 |
Other intangibles, net | 19,485 | 19,693 |
Right-of-use assets, net | 1,137 | 1,235 |
Accounts receivable-long-term, net | 1,524 | 3,114 |
Other assets | 472 | 350 |
Deferred income tax assets | 92 | 348 |
Total assets | 246,532 | 231,856 |
Current liabilities: | ||
Accounts payable and accrued expenses | 173,060 | 160,650 |
Lease liability, current portion | 497 | 521 |
Term loan, current portion | 525 | 520 |
Total current liabilities | 174,082 | 161,691 |
Lease liability, net of current portion | 1,190 | 1,296 |
Deferred income tax liabilities | 4,183 | 4,137 |
Term loan, net of current portion | 1,159 | 1,292 |
Non-current liabilities | 1,825 | 2,866 |
Total liabilities | 182,439 | 171,282 |
Commitments and contingencies | ||
Stockholders' equity: | ||
Common stock, $.01 par value; 10,000,000 shares authorized; 5,284,500 shares issued: 4,516,652 and 4,478,432 shares outstanding, respectively | 53 | 53 |
Additional paid-in capital | 32,495 | 32,715 |
Treasury stock, at cost, 767,848 and 806,068 shares, respectively | (12,679) | (13,230) |
Retained earnings | 46,479 | 43,904 |
Accumulated other comprehensive loss | (2,255) | (2,868) |
Total stockholders' equity | 64,093 | 60,574 |
Total liabilities and stockholders' equity | $ 246,532 | $ 231,856 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Condensed Consolidated Balance Sheets | ||
Accounts receivable, allowances (in dollars) | $ 728 | $ 842 |
Common Stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common Stock, shares authorized | 10,000,000 | 10,000,000 |
Common Stock, shares issued | 5,284,500 | 5,284,500 |
Common Stock, shares outstanding | 4,516,652 | 4,478,432 |
Treasury stock, shares | 767,848 | 806,068 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Earnings - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Condensed Consolidated Statements of Earnings | ||
Net sales | $ 85,040 | $ 71,319 |
Cost of sales | 69,831 | 59,338 |
Gross profit | 15,209 | 11,981 |
Selling, general, and administrative expenses | 10,263 | 8,249 |
Amortization and depreciation expense | 713 | 357 |
Income from operations | 4,233 | 3,375 |
Other income: | ||
Interest, net | 112 | (10) |
Foreign currency transaction gain | 44 | 143 |
Income before provision for income taxes | 4,389 | 3,508 |
Provision for income taxes | 1,065 | 796 |
Net income | $ 3,324 | $ 2,712 |
Income per common share-Basic | $ 0.74 | $ 0.61 |
Income per common share-Diluted | $ 0.74 | $ 0.61 |
Weighted average common shares outstanding - Basic (in shares) | 4,366 | 4,309 |
Weighted average common shares outstanding - Diluted (in shares) | 4,366 | 4,309 |
Dividends paid per common share (in dollars per share) | $ 0.17 | $ 0.17 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Condensed Consolidated Statements of Comprehensive Income (Loss) | ||
Net income | $ 3,324 | $ 2,712 |
Other comprehensive income (loss): | ||
Foreign currency translation adjustments | 613 | (626) |
Other comprehensive income (loss) | 613 | (626) |
Comprehensive income | $ 3,937 | $ 2,086 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands | Common Stock | Additional Paid-In Capital | Treasury | Retained Earnings | Accumulated Other Comprehensive (Loss) Income | Total |
Balance at Dec. 31, 2021 | $ 53 | $ 32,087 | $ (13,870) | $ 34,396 | $ (250) | $ 52,416 |
Balance (in shares) at Dec. 31, 2021 | 5,284,500 | |||||
Treasury Stock, balance (in shares) at Dec. 31, 2021 | 859,828 | |||||
Increase (Decrease) in Stockholders' Equity | ||||||
Net income | 2,712 | 2,712 | ||||
Translation adjustment | (626) | (626) | ||||
Dividends paid | (746) | (746) | ||||
Share-based compensation expense | 369 | 369 | ||||
Restricted stock grants (net of forfeitures) | (502) | $ 502 | ||||
Restricted stock grants (net of forfeitures) (in shares) | (29,499) | |||||
Treasury shares repurchased | $ (216) | (216) | ||||
Treasury shares repurchased (in shares) | 7,118 | |||||
Balance at Mar. 31, 2022 | $ 53 | 31,954 | $ (13,584) | 36,362 | (876) | 53,909 |
Balance (in shares) at Mar. 31, 2022 | 5,284,500 | |||||
Treasury Stock, balance (in shares) at Mar. 31, 2022 | 837,447 | |||||
Balance at Dec. 31, 2022 | $ 53 | 32,715 | $ (13,230) | 43,904 | (2,868) | $ 60,574 |
Balance (in shares) at Dec. 31, 2022 | 5,284,500 | 5,284,500 | ||||
Treasury Stock, balance (in shares) at Dec. 31, 2022 | 806,068 | 806,068 | ||||
Increase (Decrease) in Stockholders' Equity | ||||||
Net income | 3,324 | $ 3,324 | ||||
Translation adjustment | 613 | 613 | ||||
Dividends paid | (749) | (749) | ||||
Share-based compensation expense | 545 | 545 | ||||
Restricted stock grants (net of forfeitures) | (765) | $ 765 | ||||
Restricted stock grants (net of forfeitures) (in shares) | (43,824) | |||||
Treasury shares repurchased | $ (214) | (214) | ||||
Treasury shares repurchased (in shares) | 5,604 | |||||
Balance at Mar. 31, 2023 | $ 53 | $ 32,495 | $ (12,679) | $ 46,479 | $ (2,255) | $ 64,093 |
Balance (in shares) at Mar. 31, 2023 | 5,284,500 | 5,284,500 | ||||
Treasury Stock, balance (in shares) at Mar. 31, 2023 | 767,848 | 767,848 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Cash flows from operating activities | ||
Net income | $ 3,324 | $ 2,712 |
Adjustments to reconcile net income to net cash and cash equivalents provided by operating activities: | ||
Depreciation and amortization expense | 716 | 357 |
Provision for doubtful accounts | 9 | 4 |
Deferred income tax expense | 241 | 210 |
Share-based compensation expense | 529 | 369 |
Amortization of discount on accounts receivable | (11) | (3) |
Amortization of right-of-use assets | 101 | 110 |
Changes in operating assets and liabilities: | ||
Accounts receivable | 30,345 | 8,059 |
Inventory | 703 | 280 |
Prepaid expenses and other current assets | (3,696) | 489 |
Vendor prepayments | 890 | (99) |
Accounts payable and accrued expenses | 9,994 | (3,183) |
Lease liability, net | (133) | (138) |
Other assets and liabilities | 598 | 64 |
Net cash and cash equivalents provided by operating activities | 43,610 | 9,231 |
Cash flows from investing activities | ||
Purchase of equipment and leasehold improvements | (1,270) | (177) |
Net cash and cash equivalents used in investing activities | (1,270) | (177) |
Cash flows from financing activities | ||
Purchase of treasury stock | (214) | (216) |
Borrowings under revolving credit facility | 10,000 | |
Repayments of borrowings under revolving credit facility | (10,000) | |
Repayments of borrowings under term loan | (128) | |
Dividends paid | (749) | (746) |
Net cash and cash equivalents used in financing activities | (1,091) | (962) |
Effect of foreign exchange rate on cash and cash equivalents | 247 | (317) |
Net increase in cash and cash equivalents | 41,496 | 7,775 |
Cash and cash equivalents at beginning of period | 20,245 | 29,272 |
Cash and cash equivalents at end of period | 61,741 | 37,047 |
Supplementary disclosure of cash flow information: | ||
Income taxes paid | 222 | 145 |
Interest paid | $ 22 | $ 10 |
Basis of Presentation
Basis of Presentation | 3 Months Ended |
Mar. 31, 2023 | |
Basis of Presentation | |
Basis of Presentation | 1. Basis of Presentation: The accompanying unaudited condensed consolidated financial statements of Climb Global Solutions, Inc. and its subsidiaries (collectively, the “Company”), have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information and with the instructions to Form 10-Q and Rule 8-03 of Regulation S-X. Accordingly, as permitted by the rules and regulation of the Securities and Exchange Commission, the financial statements do not include all of the information and footnotes required by U.S. GAAP for complete audited financial statements. The preparation of these condensed consolidated financial statements requires the Company to make estimates and judgments that affect the reported amounts of assets and liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities. On an on-going basis, the Company evaluates its estimates, including those related to product returns, bad debts, inventories, intangible assets, income taxes, stock-based compensation, evaluation of performance obligations and allocation of revenue to distinct items, contingencies and litigation. The Company bases its estimates on its historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. In the opinion of the Company’s management, all adjustments that are of a normal recurring nature, considered necessary for fair presentation of the results for the periods presented, have been included in the accompanying condensed consolidated financial statements. The Company’s actual results may differ from these estimates under different assumptions or conditions. The unaudited condensed consolidated statements of earnings for the interim periods are not necessarily indicative of results for the full year. For further information, refer to the consolidated financial statements and notes thereto included in the Company’s annual report on Form 10-K filed with the Securities Exchange Commission for the year ended December 31, 2022. The consolidated financial statements include the accounts of Climb Global Solutions, Inc. and its wholly owned subsidiaries. All intercompany transactions and balances have been eliminated. |
Recently Issued Accounting Stan
Recently Issued Accounting Standards | 3 Months Ended |
Mar. 31, 2023 | |
Recently Issued Accounting Standards | |
Recently Issued Accounting Standards | 2. Recently Issued Accounting Standards: In June 2016, the FASB issued Accounting Standards Update No. 2016-13, “Financial Instruments - Credit Losses (Topic 326)” Financial Instruments – Credit Losses (Topic 326), Derivatives and Hedging (Topic 815), and Leases (Topic |
Foreign Currency Translation
Foreign Currency Translation | 3 Months Ended |
Mar. 31, 2023 | |
Foreign Currency Translation | |
Foreign Currency Translation | 3. Foreign Currency Translation: Assets and liabilities of the Company’s foreign subsidiaries have been translated using the end of the reporting period exchange rates, and related revenues and expenses have been translated at average rates of exchange in effect during the period. Foreign currency transaction gains and losses are recorded as income or expenses as amounts are settled. The net sales from our foreign operations for the three months ended March 31, 2023, and 2022 were $24.6 million and $15.7 million, respectively. |
Comprehensive Income
Comprehensive Income | 3 Months Ended |
Mar. 31, 2023 | |
Comprehensive Income | |
Comprehensive Income | 4. Comprehensive Income: Cumulative translation adjustments have been classified within accumulated other comprehensive loss, which is a separate component of stockholders’ equity in accordance with FASB ASC Topic 220, “Comprehensive Income.” |
Revenue Recognition
Revenue Recognition | 3 Months Ended |
Mar. 31, 2023 | |
Revenue Recognition | |
Revenue Recognition | 5. Revenue Recognition: The Company’s revenues primarily result from the sale of various technology products and services, including third-party products, third-party software and third-party maintenance, software support and services. The Company recognizes revenue as control of the third-party products and third-party software is transferred to customers, which generally happens at the point of shipment or fulfilment and at the point that our customers and vendors accept the terms and conditions of the arrangement for third-party maintenance, software support and services. The Company has contracts with certain customers where the Company’s performance obligation is to arrange for the products or services to be provided by another party. In these arrangements, as the Company assumes an agency relationship in the transaction, revenue is recognized in the amount of the net fee associated with serving as an agent. These arrangements primarily relate to third party maintenance, cloud services and certain security software whose intended functionality is dependent on third party maintenance. The Company allows its customers to return product for exchange or credit subject to certain limitations. A liability is recorded at the time of sale for estimated product returns based upon historical experience and an asset is recognized for the amount expected to be recorded in inventory upon product return. The Company also provides rebates and other discounts to certain customers which are considered variable consideration. A provision for customer rebates and other discounts is recorded as a reduction of revenue at the time of sale based on an evaluation of the contract terms and historical experience. The Company considers shipping and handling activities as costs to fulfill the sales of products. Shipping revenue is included in net sales when control of the product is transferred to the customer, and the related shipping and handling costs are included in the cost of products sold. Taxes imposed by governmental authorities on the Company’s revenue producing activities with customers, such as sales taxes and value added taxes, are excluded from net sales. The Company disaggregates its operating revenue by segment, geography and timing of revenue recognition, which the Company believes provides a meaningful depiction of the nature of its revenue. See segment Note 16. Hardware and software products sold by the Company are generally delivered via shipment from the Company’s facilities, drop shipment directly from the vendor, or by electronic delivery of keys for software products. The majority of the Company’s business involves shipments directly from its vendors to its customers. In these transactions, the Company is generally responsible for negotiating price both with the vendor and customer, payment to the vendor, establishing payment terms with the customer, product returns, and has risk of loss if the customer does not make payment. As the principal with the customer, the Company recognizes revenue upon receiving notification from the vendor that the product was shipped. Control of software products is deemed to have passed to the customer when they acquire the right to use or copy the software under license as substantially all product functionality is available to the customer at the time of sale. The Company performs an analysis of the number of days of sales in-transit to customers at the end of each reporting period based on an analysis of commercial delivery terms that include drop-shipment arrangements. This analysis is the basis upon which the Company estimates the amount of net sales in-transit at the end of the period and adjusts revenue and the related costs to reflect only what has been delivered to the customer. Changes in delivery patterns may result in a different number of business days estimated to make this adjustment. The Company also performs a weighted average analysis of the estimated number of days between order fulfillment and beginning of the renewal term for term licenses recorded on a gross basis, and a deferral estimate is recorded for term license renewals fulfilled prior to commencement date. Generally, software products are sold with accompanying third-party delivered software assurance, which is a product that allows customers to upgrade, at no additional cost, to the latest technology if new capabilities are introduced during the period that the software assurance is in effect. The Company evaluates whether the software assurance is a separate performance obligation by assessing if the third-party delivered software assurance is critical or essential to the core functionality of the software itself. This involves considering if the software provides its original intended functionality to the customer without the updates, if the customer would ascribe a higher value to the upgrades versus the up-front deliverable, if the customer would expect frequent intelligence updates to the software (such as updates that maintain the original functionality), and if the customer chooses to not delay or always install upgrades. If the Company determines that the accompanying third-party delivered software assurance is critical or essential to the core functionality of the software license, the software license and the accompanying third-party delivered software assurance are recognized as a single performance obligation. The value of the product is primarily the accompanying support delivered by a third party and therefore the Company is acting as an agent in these transactions and recognizes them on a net basis at the point the associated software license is delivered to the customer. The Company sells cloud computing solutions that utilize third-party vendors to enable customers to access data center functionality in a cloud-based solution, including storage, computing and networking and access to software in the cloud that enhances office productivity, provides security or assists in collaboration. The Company recognizes revenue for cloud computing solutions for arrangements with one-time invoicing to the customer at the time of invoice on a net basis as the Company is acting as an agent in the transaction. For monthly subscription-based arrangements, the Company is acting as an agent in the transaction and recognizes revenue as it invoices the customer for its monthly usage on a net basis. For software licenses where the accompanying third-party delivered software assurance is not critical or essential to the core functionality, the software assurance is recognized as a separate performance obligation, with the associated revenue recognized on a net basis at the point the related software license is delivered to the customer. The Company also sells some of its products and services as part of bundled contract arrangements containing multiple deliverables, which may include a combination of products and services. For each deliverable that represents a distinct performance obligation, total arrangement consideration is allocated based upon the standalone selling prices (“SSP”) of each performance obligation. SSP is determined based on the price at which the performance obligation is sold separately. If the standalone selling price is not observable through established standard prices, we use judgement and estimate the standalone selling price considering available information such as market pricing and pricing related to similar products. The Company records freight billed to its customers as net sales and the related freight costs as cost of sales when the underlying product revenue is recognized. For freight not billed to its customers, the Company records the freight costs as cost of sales. The Company’s typical shipping terms result in shipping being performed before the customer obtains control of the product. The Company considers shipping to be a fulfillment activity and not a separate performance obligation. The Company pays commissions and related payroll taxes to sales personnel when customers are invoiced. These costs are recorded as selling general and administrative expenses in the period earned as all our performance obligations are complete within a short window of processing the order. |
Acquisition
Acquisition | 3 Months Ended |
Mar. 31, 2023 | |
Acquisition | |
Acquisition | 6. Acquisition: On August 18, 2022, the Company entered into a Share Purchase Agreement and purchased the entire share capital of Spinnakar Limited (“Spinnakar”) for an aggregate purchase price of approximately £9.8 million (equivalent to $11.8 million USD), subject to certain working capital and other adjustments, paid at closing plus a potential post-closing earn-out. The allocation of the purchase price was based upon the estimated fair value of Spinnakar’s net tangible and identifiable intangible assets as of the date of the acquisition. The transaction was accounted for under the purchase method of accounting. The purchase price allocation is final, with no measurement period adjustment made to the account balances recorded at the acquisition date. The purchase consideration included approximately $1.8 million fair value for potential earn-out consideration if certain targets are achieved, payable in cash, with $1.1 million included in accounts payable and accrued expenses and $0.7 million included in non-current liabilities as of March 31, 2023 . |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 3 Months Ended |
Mar. 31, 2023 | |
Goodwill and Other Intangible Assets | |
Goodwill and Other Intangible Assets | 7. Goodwill and Other Intangible Assets: Balance at January 1, 2023 $ 18,963 Translation adjustments 257 Balance March 31, 2023 $ 19,220 As of March 31, 2023 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Customer and vendor relationships $ 21,752 $ 2,666 $ 19,086 Trade name 475 76 399 Total $ 22,227 $ 2,742 $ 19,485 As of December 31, 2022 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Customer and vendor relationships $ 21,457 $ 2,165 $ 19,292 Trade name 468 67 401 Total $ 21,925 $ 2,232 $ 19,693 eight 2022 (excluding the three months ended March 31, 2023) $ 1,424 2023 1,898 2024 1,898 2025 1,898 2026 1,898 Thereafter 10,469 Total $ 19,485 |
Right-of-use Asset and Lease Li
Right-of-use Asset and Lease Liability | 3 Months Ended |
Mar. 31, 2023 | |
Right-of-use Asset and Lease Liability | |
Right-of-use Asset and Lease Liability | 8. Right-of-use Asset and Lease Liability: The Company has entered into operating leases for office and warehouse facilities, which have terms at lease commencement that range from 2 years to 11 years. The Company determines if an arrangement is a lease at inception. Leases with an initial term of 12 months or less are not recorded on the Consolidated Balance Sheets and lease expense for these leases is recognized on a straight-line basis over the lease term. Right-of-use (“ROU”) assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at commencement date of the lease based on the present value of the lease payments over the lease term. As our leases do not provide a readily determinable implicit rate, we use an incremental borrowing rate based on the information available at commencement date, including lease term, in determining the present value of future payments. The operating lease asset also includes any lease payments made and excludes lease incentives. Operating lease expense is recognized on a straight-line basis over the lease term and included in selling, general and administrative expenses. Information related to the Company’s ROU assets and related lease liabilities were as follows: Three months ended March 31, 2023 2022 Cash paid for operating lease liabilities $ 156 $ 157 Right-of-use assets obtained in exchange for new operating lease obligations $ — $ 63 Weighted-average remaining lease term 3.9 years 4.8 years Weighted-average discount rate 3.5% 3.4% Maturities of lease liabilities as of March 31, 2023 were as follows: 2023 (excluding the three months ended March 31, 2023) $ 469 2024 541 2025 549 2026 547 2027 118 2,224 Less: imputed interest (537) Total lease liabilities $ 1,687 Lease liabilities, current portion 497 Lease liabilities, net of current portion 1,190 Total lease liabilities $ 1,687 |
Fair Value
Fair Value | 3 Months Ended |
Mar. 31, 2023 | |
Fair Value | |
Fair Value | 9. Fair Value: The carrying amounts of financial instruments, including cash and cash equivalents, short-term accounts receivable and accounts payable approximated fair value at March 31, 2023 and December 31, 2022 because of the relative short maturity of these instruments. The Company’s accounts receivable long-term are discounted to their present value at prevailing market rates at the time of sale. |
Balance Sheet Detail
Balance Sheet Detail | 3 Months Ended |
Mar. 31, 2023 | |
Balance Sheet Detail | |
Balance Sheet Detail | 10. Balance Sheet Detail: March 31, December 31, 2023 2022 Equipment $ 1,717 $ 2,720 Capitalized software 4,274 2,997 Leasehold improvements 1,854 1,848 7,845 7,565 Less accumulated depreciation and amortization (3,270) (4,050) $ 4,575 $ 3,515 During the three months ended March 31, 2023 and 2022, the Company recorded depreciation and amortization expense of $0.2 million and $0.1 million, respectively. March 31, December 31, 2023 2022 Total amount due from customer $ 2,424 $ 5,213 Less: unamortized discount (34) (188) Less: current portion included in accounts receivable (866) (1,911) $ 1,524 $ 3,114 The undiscounted cash flows to be received by the Company relating to these accounts receivable long-term is expected to be $0.9 million, $0.8 million, $0.4 million and $0.4 million during each of the 12-month periods ending March 31, 2024, 2025, 2026 and 2027, respectively. March 31, December 31, 2023 2022 Trade accounts payable $ 161,859 $ 151,180 Accrued expenses 11,201 9,470 $ 173,060 $ 160,650 |
Credit Facility
Credit Facility | 3 Months Ended |
Mar. 31, 2023 | |
Credit Facility. | |
Credit Facility | 11. Credit Facility: On November 15, 2017, the Company entered into a $20,000,000 revolving credit facility (the “Credit Facility”) with Citibank, N.A. (“Citibank”) pursuant to a Second Amended and Restated Revolving Credit Loan Agreement (the “Loan Agreement”), Second Amended and Restated Revolving Credit Loan Note (the “Note”), Second Amended and Restated Security Agreement and Second Amended and Restated Pledge and Security Agreement. On August 31, 2020, the Company entered into an amendment to the Credit Facility (the “Amended Credit Facility”) pursuant to a First Amendment to Second Amended and Restated Revolving Credit Loan Agreement and Other Loan Documents (collectively, the “Amended Loan Agreement”) and First Allonge to Second Amended and Restated Revolving Credit Loan Note (the “Amended Note”). The Amended Credit Facility, which will continue to be used for working capital and general corporate purposes, matures on June 30, 2023, at which time the Company must pay all outstanding principal of all outstanding loans plus all accrued and unpaid interest, and any fees, costs and expenses. In addition, the Company will pay regular monthly payments of all accrued and unpaid interest. The interest rate for any borrowings under the Amended Credit Facility is subject to change from time to time based on the changes in the LIBOR Rate, as defined in the Amended Loan Agreement, with the LIBOR Rate not to be less than 0.75 percentage points. Interest on the unpaid principal balance of the Amended Note will be calculated using a rate of 1.75 percentage points over the Index. If the Index becomes unavailable during the term of the Amended Credit Facility, interest will be based upon the Benchmark Replacement (as defined in the Amended Loan Agreement) selected by Citibank after notifying the Company. The Amended Credit Facility is secured by the assets of the Company. Among other affirmative covenants set forth in the Loan Agreement, which were not amended as part of the Amended Credit Facility, the Company must maintain (i) a minimum Debt Service Coverage Ratio (as defined in the Loan Agreement) of not less than 2.0 to 1.0, (ii) a maximum Leverage Ratio (as defined in the Loan Agreement) of at least 2.5 to 1.0, and (iii) a minimum Collateral Coverage Ratio (as defined in the Loan Agreement) of not less than 1.5 to 1.0. Additionally, the Loan Agreement contains negative covenants, which were not amended as part of the Amended Credit Facility, prohibiting, among other things, the creation of certain liens, the alteration of the nature or character of the Company’s business, and transactions with the Company’s shareholders, directors, officers, subsidiaries and/or affiliates other than with respect to (i) the repurchase of the issued and outstanding capital stock of the Company from the stockholders of the Company or (ii) the declaration and payment of dividends to the stockholders of the Company. The Company was in compliance with all such covenants at March 31, 2023 and December 31, 2022. At March 31, 2023 and December 31, 2022, the Company had no borrowings outstanding under the Amended Credit Facility. On April 13, 2021, Climb Global Solutions UK Holdings Limited (“Climb UK”), a wholly-owned subsidiary of the Company, entered into an uncommitted short term credit facility of £8,000,000 (“Uncommitted Credit Facility”) with Citibank N.A., London Branch pursuant to certain terms and conditions. Obligations under the Uncommitted Credit Facility are guaranteed by the Company and will be used for working capital and general corporate purposes and have a maturity date of April 13, 2024, at which time Climb UK must pay all outstanding principal of all outstanding loans plus all accrued and unpaid interest, and any interest, fees, costs, and expenses, if any. Interest on the unpaid principal balance of the Uncommitted Credit Facility will be calculated using a rate of 1.85 percentage points over the Daily Rate, as defined in the Uncommitted Credit Facility. Amounts borrowed under the Uncommitted Credit Facility will be guaranteed by the Company. The Uncommitted Credit Facility may be cancelled at any time by Citibank London. Citibank London has the sole discretion to accept or reject any requested utilization of the Uncommitted Credit Facilitation. As of March 31, 2023 and December 31, 2022, the Company had no borrowings outstanding under the Uncommitted Credit Facility. On April 8, 2022, the Company entered into a $2,148,000 term loan (the “Term Loan”) with First American Commercial Bancorp, Inc. (“First American”) pursuant to a Master Loan and Security Agreement. The proceeds from the Term Loan will be used to fund certain capital expenditures. The borrowing under the Term Loan bears interest at a rate of 3.73% per annum and is being repaid over forty-eight monthly installments of principal and interest through April 2026. At March 31, 2023 and December 31, 2022, the Company had $1.7 million and $1.8 million outstanding under the Term Loan, respectively. At March 31, 2023, future principal payments under the Term Loan are as follows: 2023 (excluding the three months ended March 31, 2023) 392 2024 540 2025 560 2026 192 Total $ 1,684 |
Earnings Per Share
Earnings Per Share | 3 Months Ended |
Mar. 31, 2023 | |
Earnings Per Share | |
Earnings Per Share | 12. Earnings Per Share: Our basic and diluted earnings per share are computed using the two-class method in accordance with ASC 260. The two-class method is an earnings allocation that determines net income per share for each class of common stock and participating securities according to their participation rights in dividends and undistributed earnings or losses. Non-vested restricted stock awards that include non-forfeitable rights to dividends are considered participating securities. Per share amounts are computed by dividing net income available to common shareholders by the weighted average shares outstanding during each period. Diluted and basic earnings per share are the same because the restricted shares are the only potentially dilutive security. A reconciliation of the numerators and denominators of the basic and diluted per share computations follows: Three months ended March 31, 2023 2022 Numerator: Net income $ 3,324 $ 2,712 Less distributed and undistributed income allocated to participating securities 83 70 Net income attributable to common shareholders 3,241 2,642 Denominator: Weighted average common shares (Basic) 4,366 4,309 Weighted average common shares including assumed conversions (Diluted) 4,366 4,309 Basic net income per share $ 0.74 $ 0.61 Diluted net income per share $ 0.74 $ 0.61 |
Major Customers and Vendors
Major Customers and Vendors | 3 Months Ended |
Mar. 31, 2023 | |
Major Customers and Vendors | |
Major Customers and Vendors | 13. Major Customers and Vendors: The Company had two major vendors that accounted for 21% and 10%, respectively, of total purchases during the three months ended March 31, 2023, and 22% and 10%, respectively, of total purchases during the three months ended March 31, 2022. The Company had two major customers that accounted for 19% and 14%, respectively, of its net sales during the three months ended March 31, 2023, and 24% and 14%, respectively, of its net sales during the three months ended March 31, 2022. These same customers accounted for 14% and 12%, respectively, of total net accounts receivable as of March 31, 2023 and 16% and 18%, respectively, of total net accounts receivable as of December 31, 2022. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2023 | |
Income Taxes | |
Income Taxes | 14. Income Taxes: The Company has analyzed filing positions in all of the federal and state jurisdictions where it is required to file income tax returns, as well as all open tax years in these jurisdictions. The Company’s policy is to recognize interest related to unrecognized tax benefits as interest expense and penalties as operating expenses. The Company believes that it has appropriate support for the income tax positions it takes and expects to take on its tax returns, and that its accruals for tax liabilities are adequate for all open years based on an assessment of many factors including past experience and interpretations of tax law applied to the facts of each matter. |
Stockholders' Equity and Stock
Stockholders' Equity and Stock Based Compensation | 3 Months Ended |
Mar. 31, 2023 | |
Stockholders' Equity and Stock Based Compensation | |
Stockholders' Equity and Stock Based Compensation | 15. Stockholders’ Equity and Stock Based Compensation: The 2021 Omnibus Incentive Plan (the “2021 Plan”) authorizes the grant of Stock Options, Stock Units, Stock Appreciation Rights, Restricted Stock, Deferred Stock, Stock Bonuses and other equity-based awards. The 2021 Plan was approved by the Company’s stockholders at the 2021 Annual Meeting in June 2021. The total number of shares of the Company’s common stock, par value $0.01 per share (“Common Stock”) initially available for award under the 2021 Plan was 500,000 shares. As of March 31, 2023, the number of shares of Common Stock available for future award grants to employees, officers and directors under the 2021 Plan is 329,770. The 2012 Stock-Based Compensation Plan (the “2012 Plan”) authorizes the grant of Stock Options, Stock Units, Stock Appreciation Rights, Restricted Stock, Deferred Stock, Stock Bonuses and other equity-based awards. The total number of shares of the Company’s Common Stock initially available for award under the 2012 Plan was 600,000, which was increased to 1,000,000 shares by stockholder approval at the Company’s 2018 Annual Meeting in June 2018. Immediately prior to the replacement of the 2012 Plan by the 2021 Plan, there were 352,158 shares of Common Stock available under the 2012 Plan. The 2012 Plan has been replaced by the 2021 Plan and none of the remaining shares of Common Stock authorized under the 2012 Plan will be transferred to or used under the 2021 Plan nor will any awards under the 2012 Plan that are forfeited increase the shares available for awards under the 2021 Plan. As of March 31, 2023, the number of shares of Common Stock available under the 2012 Plan was zero. During the three months ended March 31, 2023, the Company granted a total of 43,824 shares of Restricted Stock to officers and employees. These shares of Restricted Stock vest over time in sixteen equal quarterly installments. During the three months ended March 31, 2022, the Company granted a total of 30,999 shares of Restricted Stock to officers. These shares of Restricted Stock vest over time in sixteen equal quarterly installments. During the three months ended March 31, 2022, a total of 1,500 shares of Restricted Stock were forfeited. A summary of nonvested shares of Restricted Stock awards outstanding under the 2012 and 2021 Plans as of March 31, 2023, and changes during the three months then ended is as follows: Weighted Average Grant Date Shares Fair Value Nonvested shares at January 1, 2023 121,059 $ 24.83 Granted in 2023 43,824 39.75 Vested in 2023 (17,667) 24.23 Forfeited in 2023 — — Nonvested shares at March 31, 2023 147,216 $ 29.34 As of March 31, 2023, there is approximately $3.8 million of total unrecognized compensation costs related to nonvested share-based compensation arrangements. The unrecognized compensation cost is expected to be recognized over a weighted-average period of 1.4 years. During the three months ended March 31, 2023 and 2022, the Company recognized share-based compensation expense of $0.5 million and $0.4 million, respectively. |
Segment Information
Segment Information | 3 Months Ended |
Mar. 31, 2023 | |
Segment Information | |
Segment Information | 16. Segment Information: The Company distributes software developed by others through resellers indirectly to customers worldwide. We also resell computer software and hardware developed by others and provide technical services directly to customers worldwide. FASB ASC Topic 280, “Segment Reporting,” requires that public companies report profits and losses and certain other information on their “reportable operating segments” in their annual and interim financial statements. The internal organization used by the public company’s Chief Operating Decision Maker (CODM) to assess performance and allocate resources determines the basis for reportable operating segments. The Company’s CODM is the Chief Executive Officer. The Company is organized into two reportable operating segments. The “Distribution” segment distributes technical software to corporate resellers, value added resellers (VARs), consultants and systems integrators worldwide. The “Solutions” segment is a cloud solutions provider and value-added reseller of software, hardware and services to customers worldwide. As permitted by FASB ASC Topic 280, the Company has utilized the aggregation criteria in combining its operations in Canada, Europe and the United Kingdom with the domestic segments as the international operations provide the same products and services to similar clients and are considered together when the Company’s CODM decides how to allocate resources. Segment income is based on segment revenue less the respective segment’s cost of revenues as well as segment direct costs (including such items as payroll costs and payroll related costs, such as profit sharing, incentive awards and insurance) and excluding general and administrative expenses not attributed to an individual segment business unit. The Company only identifies accounts receivable, vendor prepayments and inventory by segment as shown below as “Selected Assets” by segment; it does not allocate its other assets, including capital expenditures by segment. The following segment reporting information of the Company is provided: Three months ended March 31, 2023 2022 Net Sales: Distribution $ 78,550 $ 65,784 Solutions 6,490 5,535 85,040 71,319 Gross Profit: Distribution $ 12,728 $ 9,593 Solutions 2,481 2,388 15,209 11,981 Direct Costs: Distribution $ 4,777 $ 3,664 Solutions 1,301 1,138 6,078 4,802 Segment Income Before Taxes: (1) Distribution $ 7,951 $ 5,929 Solutions 1,180 1,250 Segment Income Before Taxes 9,131 7,179 General and administrative $ 4,185 $ 3,447 Amortization and depreciation expense 713 357 Interest, net 112 (10) Foreign currency transaction gain 44 143 Income before taxes $ 4,389 $ 3,508 (1) Excludes general corporate expenses including interest and foreign currency transaction loss As of As of March 31, December 31, Selected Assets by Segment: 2023 2022 Distribution $ 148,633 $ 180,602 Solutions 22,044 21,420 Segment Select Assets 170,677 202,022 Corporate Assets 75,855 29,834 Total Assets $ 246,532 $ 231,856 Geographic areas and net sales mix related to operations for the three months ended March 31, 2023 and 2022 were as follows. Revenue is allocated to a geographic area based on the location of the sale, which is generally the customer’s country of domicile. Three months ended March 31, 2023 Distribution Solutions Total Geography USA $ 56,743 $ 3,666 $ 60,409 Europe and United Kingdom 15,416 2,501 17,917 Canada 6,391 323 6,714 Total net sales $ 78,550 $ 6,490 $ 85,040 Timing of Revenue Recognition Transferred at a point in time where the Company is principal (1) $ 68,568 $ 4,833 $ 73,401 Transferred at a point in time where the Company is agent (2) 9,982 1,657 11,639 Total net sales $ 78,550 $ 6,490 $ 85,040 Three months ended March 31, 2022 Distribution Solutions Total Geography USA $ 53,116 $ 2,512 $ 55,628 Europe and United Kingdom 7,437 2,557 9,994 Canada 5,231 466 5,697 Total net sales $ 65,784 $ 5,535 $ 71,319 Timing of Revenue Recognition Transferred at a point in time where the Company is principal (1) $ 59,140 $ 4,010 $ 63,150 Transferred at a point in time where the Company is agent (2) 6,644 1,525 8,169 Total net sales $ 65,784 $ 5,535 $ 71,319 (1) Includes net sales from third-party hardware and software products. (2) Includes net sales from third-party maintenance, software support and services. Geographic identifiable assets related to operations as of March 31, 2023 and December 31, 2022 were as follows. March 31, December 31, Identifiable Assets by Geographic Areas 2023 2022 USA $ 140,205 $ 137,877 Canada 30,990 27,597 Europe and United Kingdom 75,337 66,382 Total $ 246,532 $ 231,856 |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Mar. 31, 2023 | |
Related Party Transactions | |
Related Party Transactions | 17. Related Party Transactions: The Company made sales to a customer where a family member of one of our executives has a minority ownership position. During the three months ended March 31, 2023 and 2022, net sales to this customer totaled approximately $0.5 million and $0.3 million, respectively. Amounts due from this customer as of March 31, 2023 and December 31, 2022 were approximately $0.2 million and $0.1 million, respectively, which were or are expected to be settled in cash subsequent to each period end. |
Recently Issued Accounting St_2
Recently Issued Accounting Standards (Policies) | 3 Months Ended |
Mar. 31, 2023 | |
Recently Issued Accounting Standards | |
Recently Issued Accounting Standards | In June 2016, the FASB issued Accounting Standards Update No. 2016-13, “Financial Instruments - Credit Losses (Topic 326)” Financial Instruments – Credit Losses (Topic 326), Derivatives and Hedging (Topic 815), and Leases (Topic |
Goodwill and Other Intangible_2
Goodwill and Other Intangible Assets (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Goodwill and Other Intangible Assets | |
Summary of goodwill | Balance at January 1, 2023 $ 18,963 Translation adjustments 257 Balance March 31, 2023 $ 19,220 |
Summary of other intangibles, net | As of March 31, 2023 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Customer and vendor relationships $ 21,752 $ 2,666 $ 19,086 Trade name 475 76 399 Total $ 22,227 $ 2,742 $ 19,485 As of December 31, 2022 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Customer and vendor relationships $ 21,457 $ 2,165 $ 19,292 Trade name 468 67 401 Total $ 21,925 $ 2,232 $ 19,693 |
Schedule of estimated future amortization expense of other intangible assets | 2022 (excluding the three months ended March 31, 2023) $ 1,424 2023 1,898 2024 1,898 2025 1,898 2026 1,898 Thereafter 10,469 Total $ 19,485 |
Right-of-use Asset and Lease _2
Right-of-use Asset and Lease Liability (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Right-of-use Asset and Lease Liability | |
Schedule of information relating to right-of-use assets and related lease liabilities | Three months ended March 31, 2023 2022 Cash paid for operating lease liabilities $ 156 $ 157 Right-of-use assets obtained in exchange for new operating lease obligations $ — $ 63 Weighted-average remaining lease term 3.9 years 4.8 years Weighted-average discount rate 3.5% 3.4% |
Schedule of maturities of lease liabilities | 2023 (excluding the three months ended March 31, 2023) $ 469 2024 541 2025 549 2026 547 2027 118 2,224 Less: imputed interest (537) Total lease liabilities $ 1,687 Lease liabilities, current portion 497 Lease liabilities, net of current portion 1,190 Total lease liabilities $ 1,687 |
Balance Sheet Detail (Tables)
Balance Sheet Detail (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Balance Sheet Detail | |
Schedule of equipment and leasehold improvements | March 31, December 31, 2023 2022 Equipment $ 1,717 $ 2,720 Capitalized software 4,274 2,997 Leasehold improvements 1,854 1,848 7,845 7,565 Less accumulated depreciation and amortization (3,270) (4,050) $ 4,575 $ 3,515 |
Schedule of accounts receivable - long term, net | March 31, December 31, 2023 2022 Total amount due from customer $ 2,424 $ 5,213 Less: unamortized discount (34) (188) Less: current portion included in accounts receivable (866) (1,911) $ 1,524 $ 3,114 |
Schedule of accounts payable and accrued expenses | March 31, December 31, 2023 2022 Trade accounts payable $ 161,859 $ 151,180 Accrued expenses 11,201 9,470 $ 173,060 $ 160,650 |
Credit Facility (Tables)
Credit Facility (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Credit Facility. | |
Schedule of future principal payments under the term loan | 2023 (excluding the three months ended March 31, 2023) 392 2024 540 2025 560 2026 192 Total $ 1,684 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Earnings Per Share | |
Schedule of reconciliation of the numerators and denominators of the basic and diluted per share computations | Three months ended March 31, 2023 2022 Numerator: Net income $ 3,324 $ 2,712 Less distributed and undistributed income allocated to participating securities 83 70 Net income attributable to common shareholders 3,241 2,642 Denominator: Weighted average common shares (Basic) 4,366 4,309 Weighted average common shares including assumed conversions (Diluted) 4,366 4,309 Basic net income per share $ 0.74 $ 0.61 Diluted net income per share $ 0.74 $ 0.61 |
Stockholders' Equity and Stoc_2
Stockholders' Equity and Stock Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Stockholders' Equity and Stock Based Compensation | |
Summary of nonvested shares of Restricted Stock awards outstanding and the changes during the period | Weighted Average Grant Date Shares Fair Value Nonvested shares at January 1, 2023 121,059 $ 24.83 Granted in 2023 43,824 39.75 Vested in 2023 (17,667) 24.23 Forfeited in 2023 — — Nonvested shares at March 31, 2023 147,216 $ 29.34 |
Segment Information (Tables)
Segment Information (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Segment Information | |
Schedule of segment reporting information | Three months ended March 31, 2023 2022 Net Sales: Distribution $ 78,550 $ 65,784 Solutions 6,490 5,535 85,040 71,319 Gross Profit: Distribution $ 12,728 $ 9,593 Solutions 2,481 2,388 15,209 11,981 Direct Costs: Distribution $ 4,777 $ 3,664 Solutions 1,301 1,138 6,078 4,802 Segment Income Before Taxes: (1) Distribution $ 7,951 $ 5,929 Solutions 1,180 1,250 Segment Income Before Taxes 9,131 7,179 General and administrative $ 4,185 $ 3,447 Amortization and depreciation expense 713 357 Interest, net 112 (10) Foreign currency transaction gain 44 143 Income before taxes $ 4,389 $ 3,508 (1) Excludes general corporate expenses including interest and foreign currency transaction loss As of As of March 31, December 31, Selected Assets by Segment: 2023 2022 Distribution $ 148,633 $ 180,602 Solutions 22,044 21,420 Segment Select Assets 170,677 202,022 Corporate Assets 75,855 29,834 Total Assets $ 246,532 $ 231,856 |
Summary of disaggregation of revenue according to revenue type | Three months ended March 31, 2023 Distribution Solutions Total Geography USA $ 56,743 $ 3,666 $ 60,409 Europe and United Kingdom 15,416 2,501 17,917 Canada 6,391 323 6,714 Total net sales $ 78,550 $ 6,490 $ 85,040 Timing of Revenue Recognition Transferred at a point in time where the Company is principal (1) $ 68,568 $ 4,833 $ 73,401 Transferred at a point in time where the Company is agent (2) 9,982 1,657 11,639 Total net sales $ 78,550 $ 6,490 $ 85,040 Three months ended March 31, 2022 Distribution Solutions Total Geography USA $ 53,116 $ 2,512 $ 55,628 Europe and United Kingdom 7,437 2,557 9,994 Canada 5,231 466 5,697 Total net sales $ 65,784 $ 5,535 $ 71,319 Timing of Revenue Recognition Transferred at a point in time where the Company is principal (1) $ 59,140 $ 4,010 $ 63,150 Transferred at a point in time where the Company is agent (2) 6,644 1,525 8,169 Total net sales $ 65,784 $ 5,535 $ 71,319 (1) Includes net sales from third-party hardware and software products. (2) Includes net sales from third-party maintenance, software support and services. |
Schedule of net sales to identifiable assets by geographic areas | March 31, December 31, Identifiable Assets by Geographic Areas 2023 2022 USA $ 140,205 $ 137,877 Canada 30,990 27,597 Europe and United Kingdom 75,337 66,382 Total $ 246,532 $ 231,856 |
Foreign Currency Translation (D
Foreign Currency Translation (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Revenue from external customers | ||
Net sales | $ 85,040 | $ 71,319 |
Foreign operations | ||
Revenue from external customers | ||
Net sales | $ 24,600 | $ 15,700 |
Acquisition (Details)
Acquisition (Details) - Spinnakar Limited £ in Millions, $ in Millions | Aug. 18, 2022 GBP (£) | Aug. 18, 2022 USD ($) | Mar. 31, 2023 USD ($) |
Acquisition of Spinnakar Limited | |||
Aggregate purchase price | £ 9.8 | $ 11.8 | |
Contingent earn-out | $ 1.8 | ||
Cash | 1.1 | ||
Non-current liabilities | $ 0.7 |
Goodwill and Other Intangible_3
Goodwill and Other Intangible Assets - Summary of goodwill (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2023 USD ($) | |
Goodwill [Roll Forward] | |
Beginning Balance | $ 18,963 |
Translation adjustments | 257 |
Ending Balance | $ 19,220 |
Goodwill and Other Intangible_4
Goodwill and Other Intangible Assets - Other intangibles, net (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | |
Finite-Lived Intangible Assets [Line Items] | |||
Gross Carrying Amount | $ 22,227 | $ 21,925 | |
Accumulated Amortization | 2,742 | 2,232 | |
Total | 19,485 | 19,693 | |
Amortization expense | 500 | $ 200 | |
Customer and vendor relationships | |||
Finite-Lived Intangible Assets [Line Items] | |||
Gross Carrying Amount | 21,752 | 21,457 | |
Accumulated Amortization | 2,666 | 2,165 | |
Total | 19,086 | 19,292 | |
Trade name | |||
Finite-Lived Intangible Assets [Line Items] | |||
Gross Carrying Amount | 475 | 468 | |
Accumulated Amortization | 76 | 67 | |
Total | $ 399 | $ 401 | |
Amortization period | 15 years | ||
Customer relationships | |||
Finite-Lived Intangible Assets [Line Items] | |||
Amortization period | 13 years | ||
Vendor relationships | Minimum | |||
Finite-Lived Intangible Assets [Line Items] | |||
Amortization period | 8 years | ||
Vendor relationships | Maximum | |||
Finite-Lived Intangible Assets [Line Items] | |||
Amortization period | 15 years |
Goodwill and Other Intangible_5
Goodwill and Other Intangible Assets - Future amortization expense (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | ||
2022 (excluding the three months ended March 31, 2023) | $ 1,424 | |
2023 | 1,898 | |
2024 | 1,898 | |
2025 | 1,898 | |
2026 | 1,898 | |
Thereafter | 10,469 | |
Total | $ 19,485 | $ 19,693 |
Right-of-use Asset and Lease _3
Right-of-use Asset and Lease Liability (Details) | Mar. 31, 2023 |
Minimum | |
Right-of-use Asset and Lease Liability | |
Lease term | 2 years |
Maximum | |
Right-of-use Asset and Lease Liability | |
Lease term | 11 years |
Right-of-use Asset and Lease _4
Right-of-use Asset and Lease Liability - Operating lease information (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Right-of-use Asset and Lease Liability | ||
Cash paid for operating lease liabilities | $ 156 | $ 157 |
Right-of-use assets obtained in exchange for new operating lease obligations | $ 63 | |
Weighted-average remaining lease term | 3 years 10 months 24 days | 4 years 9 months 18 days |
Weighted-average discount rate | 3.50% | 3.40% |
Right-of-use Asset and Lease _5
Right-of-use Asset and Lease Liability - Maturities of lease liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Maturities of lease liabilities | ||
2023 (excluding the three months ended March 31, 2023) | $ 469 | |
2024 | 541 | |
2025 | 549 | |
2026 | 547 | |
2027 | 118 | |
Total | 2,224 | |
Less: imputed interest | (537) | |
Total lease liabilities | 1,687 | |
Lease liability, current portion | 497 | $ 521 |
Lease liability, net of current portion | $ 1,190 | $ 1,296 |
Balance Sheet Detail (Details)
Balance Sheet Detail (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | |
Equipment and leasehold improvements | |||
Equipment and leasehold improvements, gross | $ 7,845 | $ 7,565 | |
Less accumulated depreciation and amortization | (3,270) | (4,050) | |
Equipment and leasehold improvements, net | 4,575 | 3,515 | |
Depreciation and amortization expense | $ 200 | $ 100 | |
Minimum | |||
Equipment and leasehold improvements | |||
Payment extension term to customers | 12 months | ||
Maximum | |||
Equipment and leasehold improvements | |||
Payment extension term to customers | 24 months | ||
Equipment | |||
Equipment and leasehold improvements | |||
Equipment and leasehold improvements, gross | $ 1,717 | 2,720 | |
Capitalized software | |||
Equipment and leasehold improvements | |||
Equipment and leasehold improvements, gross | 4,274 | 2,997 | |
Leasehold improvements | |||
Equipment and leasehold improvements | |||
Equipment and leasehold improvements, gross | $ 1,854 | $ 1,848 |
Balance Sheet Detail - Accounts
Balance Sheet Detail - Accounts receivable - long term, net (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Balance Sheet Detail | ||
Undiscounted cash flows March 31, 2024 | $ 900 | |
Undiscounted cash flows March 31, 2025 | 800 | |
Undiscounted cash flows March 31, 2026 | 400 | |
Undiscounted cash flows March 31, 2027 | 400 | |
Accounts receivable - long term | ||
Total amount due from customer | 2,424 | $ 5,213 |
Less: unamortized discount | (34) | (188) |
Less: current portion included in accounts receivable | (866) | (1,911) |
Total of accounts receivable, long term, net | $ 1,524 | $ 3,114 |
Balance Sheet Detail - Accoun_2
Balance Sheet Detail - Accounts payable and accrued expenses (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Accounts payable and accrued expenses | ||
Trade accounts payable | $ 161,859 | $ 151,180 |
Accrued expenses | 11,201 | 9,470 |
Accounts payable and accrued expenses | $ 173,060 | $ 160,650 |
Credit Facility (Details)
Credit Facility (Details) | Apr. 08, 2022 USD ($) | Apr. 13, 2021 GBP (£) | Nov. 15, 2017 USD ($) | Mar. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) |
Credit Facility | |||||
Interest rate | 3.73% | ||||
Borrowings outstanding | $ 0 | $ 0 | |||
Debt Instrument, Face Amount | $ 2,148,000 | ||||
Debt Instrument, Term | 48 months | ||||
Long-term Debt | 1,700,000 | 1,800,000 | |||
Uncommitted Credit Facility | |||||
Credit Facility | |||||
Maximum borrowing capacity | £ | £ 8,000,000 | ||||
Interest rate margin (as a percent) | 1.85% | ||||
Credit Facility | |||||
Credit Facility | |||||
Maximum borrowing capacity | $ 20,000,000 | ||||
Debt Service Coverage Ratio | 2 | ||||
Leverage Ratio | 2.5 | ||||
Collateral Coverage Ratio | 1.5 | ||||
Borrowings outstanding | $ 0 | $ 0 | |||
Credit Facility | Index | |||||
Credit Facility | |||||
Interest rate margin (as a percent) | 1.75% | ||||
Credit Facility | Minimum | Index | |||||
Credit Facility | |||||
Interest rate | 0.75% |
Credit Facility - Future Princi
Credit Facility - Future Principal Payments Under Term Loan (Details) - Term Loans | Mar. 31, 2023 USD ($) |
Principal Payments Under The Term Loan | |
2023 (excluding the three months ended March 31, 2023) | $ 392 |
2024 | 540 |
2025 | 560 |
2026 | 192 |
Total | $ 1,684 |
Earnings Per Share (Details)
Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Numerator: | ||
Net income | $ 3,324 | $ 2,712 |
Less distributed and undistributed income allocated to participating securities | 83 | 70 |
Net income attributable to common shareholders | $ 3,241 | $ 2,642 |
Denominator: | ||
Weighted average common shares (Basic) | 4,366 | 4,309 |
Weighted average common shares including assumed conversions (Diluted) | 4,366 | 4,309 |
Basic net income per share | $ 0.74 | $ 0.61 |
Diluted net income per share | $ 0.74 | $ 0.61 |
Major Customers and Vendors (De
Major Customers and Vendors (Details) | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2023 item customer | Mar. 31, 2022 | Dec. 31, 2022 | |
Purchases | Vendor concentration risk | |||
Significant Customers and Vendors | |||
Number of vendors | item | 2 | ||
Purchases | Vendor concentration risk | One major vendor | |||
Significant Customers and Vendors | |||
Percentage of concentration risk | 21% | 22% | |
Purchases | Vendor concentration risk | Two major vendor | |||
Significant Customers and Vendors | |||
Percentage of concentration risk | 10% | 10% | |
Net sales | Customer concentration risk | |||
Significant Customers and Vendors | |||
Number of customers | customer | 2 | ||
Net sales | Customer one | Customer concentration risk | |||
Significant Customers and Vendors | |||
Percentage of concentration risk | 19% | 24% | |
Net sales | Customer two | Customer concentration risk | |||
Significant Customers and Vendors | |||
Percentage of concentration risk | 14% | 14% | |
Net accounts receivable | Customer one | Customer concentration risk | |||
Significant Customers and Vendors | |||
Percentage of concentration risk | 14% | 16% | |
Net accounts receivable | Customer two | Customer concentration risk | |||
Significant Customers and Vendors | |||
Percentage of concentration risk | 12% | 18% |
Stockholders' Equity and Stoc_3
Stockholders' Equity and Stock Based Compensation - Plans and options (Details) - $ / shares | Mar. 31, 2023 | Dec. 31, 2022 | Jun. 30, 2021 | Jun. 30, 2018 | May 31, 2018 |
Stock-based compensation | |||||
Common Stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | |||
2021 Plan | |||||
Stock-based compensation | |||||
Common Stock, par value (in dollars per share) | $ 0.01 | ||||
Number of shares of common stock initially available for award | 500,000 | ||||
Options reserved for future issuance (in shares) | 329,770 | ||||
2012 Plan | |||||
Stock-based compensation | |||||
Number of shares of common stock initially available for award | 1,000,000 | 600,000 | |||
Options reserved for future issuance (in shares) | 0 | 352,158 |
Stockholders' Equity and Stoc_4
Stockholders' Equity and Stock Based Compensation - Nonvested (Details) $ / shares in Units, $ in Millions | 3 Months Ended | |
Mar. 31, 2023 USD ($) item $ / shares shares | Mar. 31, 2022 USD ($) item shares | |
Weighted Average Grant Date Fair Value | ||
Share-based compensation expense | $ | $ 0.5 | $ 0.4 |
Restricted stock | ||
Shares | ||
Nonvested shares at the beginning of the period | 121,059 | |
Granted (in shares) | 43,824 | 30,999 |
Vested (in shares) | (17,667) | |
Forfeited (in shares) | (1,500) | |
Nonvested shares at the end of the period | 147,216 | |
Number of equal quarterly installments for vesting of awards | item | 16 | 16 |
Weighted Average Grant Date Fair Value | ||
Nonvested shares at the beginning of period (in dollars per share) | $ / shares | $ 24.83 | |
Granted (in dollars per share) | $ / shares | 39.75 | |
Vested (in dollars per share) | $ / shares | 24.23 | |
Nonvested shares at the end of period (in dollars per share) | $ / shares | $ 29.34 | |
Unrecognized compensation cost (in dollars) | $ | $ 3.8 | |
Weighted average period for recognition of unrecognized compensation cost | 1 year 4 months 24 days |
Segment Information (Details)
Segment Information (Details) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 USD ($) item | Mar. 31, 2022 USD ($) | |
Segment reporting information | ||
Number of reportable operating segments | item | 2 | |
Revenue | $ 85,040 | $ 71,319 |
Gross profit | 15,209 | 11,981 |
Direct Costs | 6,078 | 4,802 |
Segment Income Before Taxes | 9,131 | 7,179 |
General and administrative | 4,185 | 3,447 |
Amortization and depreciation expense | 713 | 357 |
Interest, net | 112 | (10) |
Foreign currency transaction gain | 44 | 143 |
Income before provision for income taxes | 4,389 | 3,508 |
Distribution | ||
Segment reporting information | ||
Revenue | 78,550 | 65,784 |
Gross profit | 12,728 | 9,593 |
Direct Costs | 4,777 | 3,664 |
Segment Income Before Taxes | 7,951 | 5,929 |
Solutions | ||
Segment reporting information | ||
Revenue | 6,490 | 5,535 |
Gross profit | 2,481 | 2,388 |
Direct Costs | 1,301 | 1,138 |
Segment Income Before Taxes | $ 1,180 | $ 1,250 |
Segment Information - Selected
Segment Information - Selected Assets by Segment (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Segment Reporting Information [Line Items] | ||
Total Assets | $ 246,532 | $ 231,856 |
Segment Total | ||
Segment Reporting Information [Line Items] | ||
Total Assets | 170,677 | 202,022 |
Corporate Assets | ||
Segment Reporting Information [Line Items] | ||
Total Assets | 75,855 | 29,834 |
Distribution | Segment Total | ||
Segment Reporting Information [Line Items] | ||
Total Assets | 148,633 | 180,602 |
Solutions | Segment Total | ||
Segment Reporting Information [Line Items] | ||
Total Assets | $ 22,044 | $ 21,420 |
Segment Information - Disaggreg
Segment Information - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Disaggregation of Revenue [Line Items] | ||
Net sales | $ 85,040 | $ 71,319 |
Distribution | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 78,550 | 65,784 |
Solutions | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 6,490 | 5,535 |
USA | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 60,409 | 55,628 |
USA | Distribution | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 56,743 | 53,116 |
USA | Solutions | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 3,666 | 2,512 |
Europe and United Kingdom | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 17,917 | 9,994 |
Europe and United Kingdom | Distribution | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 15,416 | 7,437 |
Europe and United Kingdom | Solutions | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 2,501 | 2,557 |
Canada | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 6,714 | 5,697 |
Canada | Distribution | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 6,391 | 5,231 |
Canada | Solutions | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 323 | 466 |
Company As Principal | Transferred at Point in Time | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 73,401 | 63,150 |
Company As Principal | Distribution | Transferred at Point in Time | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 68,568 | 59,140 |
Company As Principal | Solutions | Transferred at Point in Time | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 4,833 | 4,010 |
Company As Agent | Transferred at Point in Time | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 11,639 | 8,169 |
Company As Agent | Distribution | Transferred at Point in Time | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 9,982 | 6,644 |
Company As Agent | Solutions | Transferred at Point in Time | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | $ 1,657 | $ 1,525 |
Segment Information - Assets (D
Segment Information - Assets (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Net sales to unaffiliated customers and identifiable assets by geographic areas | ||
Identifiable Assets by Geographic Areas | $ 246,532 | $ 231,856 |
USA | ||
Net sales to unaffiliated customers and identifiable assets by geographic areas | ||
Identifiable Assets by Geographic Areas | 140,205 | 137,877 |
Canada | ||
Net sales to unaffiliated customers and identifiable assets by geographic areas | ||
Identifiable Assets by Geographic Areas | 30,990 | 27,597 |
Europe and United Kingdom | ||
Net sales to unaffiliated customers and identifiable assets by geographic areas | ||
Identifiable Assets by Geographic Areas | $ 75,337 | $ 66,382 |
Related Party Transactions (Det
Related Party Transactions (Detail) - Family member of executive - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | |
Sales to related party | $ 0.5 | $ 0.3 | |
Due from related party | $ 0.2 | $ 0.1 |