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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Hamilton Beach Brands Holding Company | NYSE:HBB | NYSE | Common Stock |
Price Change | % Change | Share Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|
0.69 | 3.78% | 18.92 | 18.88 | 18.16 | 18.23 | 77,663 | 01:00:00 |
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(Mark One)
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☑
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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For the quarterly period ended
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June 30, 2020
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☐
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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For the transition period from to
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Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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Class A Common Stock, Par Value $0.01 Per Share
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HBB
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New York Stock Exchange
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Large accelerated filer
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o
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Accelerated filer
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þ
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Non-accelerated filer
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o
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Smaller reporting company
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☑
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Emerging growth company
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☑
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Page Number
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As Restated
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As Restated and Recast
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JUNE 30
2020 |
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DECEMBER 31
2019 |
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JUNE 30
2019 |
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(In thousands)
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||||||||||
Assets
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|||||
Current assets
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Cash and cash equivalents
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$
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1,616
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$
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2,142
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$
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1,029
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Trade receivables, net
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85,209
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108,381
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86,268
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Inventory
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90,572
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109,806
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121,472
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Prepaid expenses and other current assets
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13,358
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11,345
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16,412
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Current assets of discontinued operations
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—
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5,383
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21,255
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Total current assets
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190,755
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237,057
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246,436
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Property, plant and equipment, net
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23,064
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22,324
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21,649
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Goodwill
|
6,253
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6,253
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6,253
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Other intangible assets, net
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2,494
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3,141
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3,828
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Deferred income taxes
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5,830
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6,248
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3,754
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Deferred costs
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11,532
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10,941
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8,564
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Other non-current assets
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2,673
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2,085
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1,984
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Non-current assets of discontinued operations
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—
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614
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4,420
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Total assets
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$
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242,601
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$
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288,663
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$
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296,888
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Liabilities and stockholders' equity
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Current liabilities
|
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Accounts payable
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$
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92,282
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$
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111,348
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$
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86,199
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Accounts payable to NACCO Industries, Inc.
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496
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496
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220
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Revolving credit agreements
|
41,785
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23,497
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51,505
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Accrued compensation
|
11,362
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15,027
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11,725
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Accrued product returns
|
7,383
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8,697
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8,224
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Other current liabilities
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15,242
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12,534
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21,382
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Current liabilities of discontinued operations
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—
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29,723
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20,048
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Total current liabilities
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168,550
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201,322
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199,303
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Revolving credit agreements
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—
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35,000
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30,000
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Other long-term liabilities
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12,499
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16,075
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14,699
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Non-current liabilities of discontinued operations
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—
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—
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3,697
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Total liabilities
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181,049
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252,397
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247,699
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Stockholders' equity
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Class A Common stock
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99
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98
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95
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Class B Common stock
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41
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41
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44
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Capital in excess of par value
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56,325
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54,509
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53,342
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Treasury stock
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(5,960
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(5,960
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(2,334
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Retained earnings
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30,528
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3,710
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15,646
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Accumulated other comprehensive loss
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(19,481
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(16,132
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(17,604
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Total stockholders' equity
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61,552
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36,266
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49,189
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Total liabilities and stockholders' equity
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$
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242,601
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$
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288,663
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$
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296,888
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THREE MONTHS ENDED
June 30, |
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SIX MONTHS ENDED
June 30, |
||||||||||||
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As Restated and Recast
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As Restated and Recast
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||||||||
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2020
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2019
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2020
|
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2019
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||||||||
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(In thousands, except per share data)
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(In thousands, except per share data)
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||||||||||||
Revenue
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$
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138,297
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$
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131,065
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$
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259,143
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$
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257,707
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Cost of sales
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103,043
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102,558
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198,849
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202,498
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||||
Gross profit
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35,254
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28,507
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60,294
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55,209
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Selling, general and administrative expenses
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24,035
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24,976
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48,248
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51,222
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Amortization of intangible assets
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324
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346
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648
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691
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||||
Operating profit
|
10,895
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3,185
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11,398
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3,296
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||||
Interest expense, net
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366
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789
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|
969
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1,452
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|
||||
Other expense (income), net
|
(193
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)
|
|
(132
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)
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1,509
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|
|
(329
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)
|
||||
Income (loss) from continuing operations before income taxes
|
10,722
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|
|
2,528
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|
|
8,920
|
|
|
2,173
|
|
||||
Income tax expense (benefit)
|
2,657
|
|
|
630
|
|
|
2,209
|
|
|
937
|
|
||||
Net income (loss) from continuing operations
|
8,065
|
|
|
1,898
|
|
|
6,711
|
|
|
1,236
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|
||||
Income (loss) from discontinued operations, net of tax
|
(305
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)
|
|
(2,516
|
)
|
|
22,561
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|
|
(5,239
|
)
|
||||
Net income (loss)
|
$
|
7,760
|
|
|
$
|
(618
|
)
|
|
$
|
29,272
|
|
|
$
|
(4,003
|
)
|
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|
||||
Basic and diluted earnings (loss) per share:
|
|
|
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|
|
|
|
|
|
|
|
||||
Continuing operations
|
$
|
0.59
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|
|
$
|
0.14
|
|
|
$
|
0.49
|
|
|
$
|
0.09
|
|
Discontinued operations
|
(0.02
|
)
|
|
(0.18
|
)
|
|
1.65
|
|
|
(0.38
|
)
|
||||
Basic and diluted earnings (loss) per share
|
$
|
0.57
|
|
|
$
|
(0.04
|
)
|
|
$
|
2.14
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|
|
$
|
(0.29
|
)
|
|
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|
|
|
|
|
|
|
|
|
|
||||
Basic weighted average shares outstanding
|
13,644
|
|
|
13,813
|
|
|
13,635
|
|
|
13,800
|
|
||||
Diluted weighted average shares outstanding
|
13,670
|
|
|
13,826
|
|
|
13,657
|
|
|
13,813
|
|
|
THREE MONTHS ENDED
June 30, |
|
SIX MONTHS
ENDED
June 30, |
||||||||||||
|
|
|
As Restated and Recast
|
|
|
|
As Restated and Recast
|
||||||||
|
2020
|
|
2019
|
|
2020
|
|
2019
|
||||||||
|
(In thousands)
|
|
(In thousands)
|
||||||||||||
Net income (loss)
|
$
|
7,760
|
|
|
$
|
(618
|
)
|
|
$
|
29,272
|
|
|
$
|
(4,003
|
)
|
Other comprehensive income (loss), net of tax:
|
|
|
|
|
|
|
|
||||||||
Foreign currency translation adjustment
|
488
|
|
|
113
|
|
|
1,545
|
|
|
327
|
|
||||
(Loss) gain on long-term intra-entity foreign currency transactions
|
31
|
|
|
121
|
|
|
(4,879
|
)
|
|
136
|
|
||||
Cash flow hedging activity
|
137
|
|
|
(877
|
)
|
|
(25
|
)
|
|
(1,299
|
)
|
||||
Reclassification of hedging activities into earnings
|
(392
|
)
|
|
144
|
|
|
(282
|
)
|
|
146
|
|
||||
Reclassification of pension adjustments into earnings
|
97
|
|
|
102
|
|
|
292
|
|
|
186
|
|
||||
Total other comprehensive loss, net of tax
|
361
|
|
|
(397
|
)
|
|
(3,349
|
)
|
|
(504
|
)
|
||||
Comprehensive income (loss)
|
$
|
8,121
|
|
|
$
|
(1,015
|
)
|
|
$
|
25,923
|
|
|
$
|
(4,507
|
)
|
|
SIX MONTHS ENDED JUNE 30
|
||||||
|
|
|
As Restated and Recast
|
||||
|
2020
|
|
2019
|
||||
|
(In thousands)
|
||||||
Operating activities
|
|
|
|
||||
Net income (loss) from continuing operations
|
$
|
6,711
|
|
|
$
|
1,236
|
|
Adjustments to reconcile net income (loss) from continuing operations to net cash used for operating activities:
|
|
|
|
||||
Depreciation and amortization
|
1,486
|
|
|
1,841
|
|
||
Deferred income taxes
|
1,037
|
|
|
1,900
|
|
||
Stock compensation expense
|
1,817
|
|
|
1,629
|
|
||
Other
|
116
|
|
|
77
|
|
||
Net changes in operating assets and liabilities:
|
|
|
|
||||
Affiliate payable
|
—
|
|
|
(2,195
|
)
|
||
Trade receivables
|
19,079
|
|
|
12,922
|
|
||
Inventory
|
17,222
|
|
|
1,936
|
|
||
Other assets
|
(1,462
|
)
|
|
(1,602
|
)
|
||
Accounts payable
|
(18,871
|
)
|
|
(33,102
|
)
|
||
Other liabilities
|
(5,383
|
)
|
|
(16,288
|
)
|
||
Net cash provided by (used for) operating activities from continuing operations
|
21,752
|
|
|
(31,646
|
)
|
||
Investing activities
|
|
|
|
||||
Expenditures for property, plant and equipment
|
(1,592
|
)
|
|
(1,972
|
)
|
||
Other
|
(500
|
)
|
|
—
|
|
||
Net cash used for investing activities from continuing operations
|
(2,092
|
)
|
|
(1,972
|
)
|
||
Financing activities
|
|
|
|
||||
Net additions (reductions) to revolving credit agreements
|
(16,692
|
)
|
|
34,852
|
|
||
Purchase of treasury stock
|
—
|
|
|
(2,334
|
)
|
||
Cash dividends paid
|
(2,454
|
)
|
|
(2,419
|
)
|
||
Net cash provided by (used for) financing activities from continuing operations
|
(19,146
|
)
|
|
30,099
|
|
||
Cash flows from discontinued operations
|
|
|
|
|
|
||
Net cash used for operating activities from discontinued operations
|
(6,193
|
)
|
|
(10,443
|
)
|
||
Net cash provided by investing activities from discontinued operations
|
6
|
|
|
(83
|
)
|
||
Net cash provided by financing activities from discontinued operations
|
—
|
|
|
9,450
|
|
||
Cash used for discontinued operations
|
(6,187
|
)
|
|
(1,076
|
)
|
||
Effect of exchange rate changes on cash, cash equivalents, and restricted cash
|
1,079
|
|
|
(626
|
)
|
||
Cash, cash equivalents and restricted cash
|
|
|
|
||||
Increase (decrease) for the period from continuing operations
|
1,593
|
|
|
(4,145
|
)
|
||
Decrease for the period from discontinued operations
|
(6,187
|
)
|
|
(1,076
|
)
|
||
Balance at the beginning of the period
|
7,164
|
|
|
6,352
|
|
||
Balance at the end of the period
|
$
|
2,570
|
|
|
$
|
1,131
|
|
|
|
|
|
|
|
||
Reconciliation of cash, cash equivalents and restricted cash
|
|
|
|
|
|
||
Continuing operations:
|
|
|
|
|
|
||
Cash and cash equivalents
|
$
|
1,616
|
|
|
$
|
1,029
|
|
Restricted cash included in prepaid expenses and other current assets
|
194
|
|
|
—
|
|
||
Restricted cash included in other non-current assets
|
760
|
|
|
—
|
|
||
Cash and cash equivalents of discontinued operations
|
—
|
|
|
102
|
|
||
Total cash, cash equivalents, and restricted cash
|
$
|
2,570
|
|
|
$
|
1,131
|
|
|
Class A Common Stock
|
Class B Common Stock
|
Capital in Excess of Par Value
|
Treasury Stock
|
Retained Earnings
|
Accumulated Other Comprehensive Income (Loss)
|
Total Stockholders' Equity
|
||||||||||||||
|
(In thousands, except per share data)
|
||||||||||||||||||||
As Restated Balance, January 1, 2020
|
$
|
98
|
|
$
|
41
|
|
$
|
54,509
|
|
$
|
(5,960
|
)
|
$
|
3,710
|
|
$
|
(16,132
|
)
|
$
|
36,266
|
|
Net income
|
—
|
|
—
|
|
—
|
|
—
|
|
21,512
|
|
—
|
|
21,512
|
|
|||||||
Issuance of common stock, net of conversions
|
1
|
|
—
|
|
(1
|
)
|
—
|
|
—
|
|
—
|
|
—
|
|
|||||||
Share-based compensation expense
|
—
|
|
—
|
|
554
|
|
—
|
|
—
|
|
—
|
|
554
|
|
|||||||
Cash dividends, $0.09 per share
|
—
|
|
—
|
|
—
|
|
—
|
|
(1,226
|
)
|
—
|
|
(1,226
|
)
|
|||||||
Other comprehensive loss, net of tax
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(4,015
|
)
|
(4,015
|
)
|
|||||||
Reclassification adjustment to net income
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
305
|
|
305
|
|
|||||||
Balance, March 31, 2020
|
$
|
99
|
|
$
|
41
|
|
$
|
55,062
|
|
$
|
(5,960
|
)
|
$
|
23,996
|
|
$
|
(19,842
|
)
|
$
|
53,396
|
|
Net income
|
—
|
|
—
|
|
—
|
|
—
|
|
7,760
|
|
—
|
|
7,760
|
|
|||||||
Issuance of common stock, net of conversions
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|||||||
Share-based compensation expense
|
—
|
|
—
|
|
1,263
|
|
—
|
|
—
|
|
—
|
|
1,263
|
|
|||||||
Cash dividends, $0.09 per share
|
—
|
|
—
|
|
—
|
|
—
|
|
(1,228
|
)
|
—
|
|
(1,228
|
)
|
|||||||
Other comprehensive loss, net of tax
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
656
|
|
656
|
|
|||||||
Reclassification adjustment to net income
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(295
|
)
|
(295
|
)
|
|||||||
Balance, June 30, 2020
|
$
|
99
|
|
$
|
41
|
|
$
|
56,325
|
|
$
|
(5,960
|
)
|
$
|
30,528
|
|
$
|
(19,481
|
)
|
$
|
61,552
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Balance as Restated, January 1, 2019
|
$
|
93
|
|
$
|
44
|
|
$
|
51,714
|
|
$
|
—
|
|
$
|
22,068
|
|
$
|
(17,101
|
)
|
$
|
56,818
|
|
Net loss
|
—
|
|
—
|
|
—
|
|
—
|
|
(3,385
|
)
|
—
|
|
(3,385
|
)
|
|||||||
Issuance of common stock, net of conversions
|
2
|
|
—
|
|
(1
|
)
|
—
|
|
—
|
|
—
|
|
1
|
|
|||||||
Purchase of treasury stock
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|||||||
Share-based compensation expense
|
—
|
|
—
|
|
807
|
|
—
|
|
—
|
|
—
|
|
807
|
|
|||||||
Cash dividends, $0.085 per share
|
—
|
|
—
|
|
—
|
|
—
|
|
(1,177
|
)
|
—
|
|
(1,177
|
)
|
|||||||
Other comprehensive loss, net of tax
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(192
|
)
|
(192
|
)
|
|||||||
Reclassification adjustment to net loss
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
86
|
|
86
|
|
|||||||
Balance as Restated, March 31, 2019
|
$
|
95
|
|
$
|
44
|
|
$
|
52,520
|
|
$
|
—
|
|
$
|
17,506
|
|
$
|
(17,207
|
)
|
$
|
52,958
|
|
Net loss
|
—
|
|
—
|
|
—
|
|
—
|
|
(618
|
)
|
—
|
|
(618
|
)
|
|||||||
Issuance of common stock, net of conversions
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|||||||
Purchase of treasury stock
|
—
|
|
—
|
|
—
|
|
(2,334
|
)
|
—
|
|
—
|
|
(2,334
|
)
|
|||||||
Share-based compensation expense
|
—
|
|
—
|
|
822
|
|
—
|
|
—
|
|
—
|
|
822
|
|
|||||||
Cash dividends, $0.09 per share
|
—
|
|
—
|
|
—
|
|
—
|
|
(1,242
|
)
|
—
|
|
(1,242
|
)
|
|||||||
Other comprehensive loss, net of tax
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(643
|
)
|
(643
|
)
|
|||||||
Reclassification adjustment to net loss
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
246
|
|
246
|
|
|||||||
Balance as Restated, June 30, 2019
|
$
|
95
|
|
$
|
44
|
|
$
|
53,342
|
|
$
|
(2,334
|
)
|
$
|
15,646
|
|
$
|
(17,604
|
)
|
$
|
49,189
|
|
|
December 31, 2019
|
||||||||||||
|
As Previously Reported
|
|
Restatement Impacts
|
|
Restatement Reference
|
|
As Restated
|
||||||
|
(In thousands)
|
||||||||||||
Assets
|
|
|
|
|
|
|
|
||||||
Current assets
|
|
|
|
|
|
|
|
|
|||||
Cash and cash equivalents
|
$
|
2,142
|
|
|
$
|
—
|
|
|
|
|
$
|
2,142
|
|
Trade receivables, net
|
113,781
|
|
|
(5,400
|
)
|
|
a,b,d
|
|
108,381
|
|
|||
Inventory
|
109,621
|
|
|
185
|
|
|
f
|
|
109,806
|
|
|||
Prepaid expenses and other current assets
|
23,102
|
|
|
(11,757
|
)
|
|
a,b,f
|
|
11,345
|
|
|||
Current assets of discontinued operations
|
5,383
|
|
|
—
|
|
|
|
|
5,383
|
|
|||
Total current assets
|
254,029
|
|
|
(16,972
|
)
|
|
|
|
237,057
|
|
|||
Property, plant and equipment, net
|
22,324
|
|
|
—
|
|
|
|
|
22,324
|
|
|||
Goodwill
|
6,253
|
|
|
—
|
|
|
|
|
6,253
|
|
|||
Other intangible assets, net
|
3,141
|
|
|
—
|
|
|
|
|
3,141
|
|
|||
Deferred income taxes
|
3,853
|
|
|
2,395
|
|
|
e
|
|
6,248
|
|
|||
Deferred costs
|
10,941
|
|
|
—
|
|
|
|
|
10,941
|
|
|||
Other non-current assets
|
2,085
|
|
|
—
|
|
|
|
|
2,085
|
|
|||
Non-current assets of discontinued operations
|
614
|
|
|
—
|
|
|
|
|
614
|
|
|||
Total assets
|
$
|
303,240
|
|
|
$
|
(14,577
|
)
|
|
|
|
$
|
288,663
|
|
Liabilities and stockholders' equity
|
|
|
|
|
|
|
|
||||||
Current liabilities
|
|
|
|
|
|
|
|
||||||
Accounts payable
|
$
|
111,117
|
|
|
$
|
231
|
|
|
f
|
|
$
|
111,348
|
|
Accounts payable to NACCO Industries, Inc.
|
496
|
|
|
—
|
|
|
|
|
496
|
|
|||
Revolving credit agreements
|
23,497
|
|
|
—
|
|
|
|
|
23,497
|
|
|||
Accrued compensation
|
14,277
|
|
|
750
|
|
|
f
|
|
15,027
|
|
|||
Accrued product returns
|
8,697
|
|
|
—
|
|
|
|
|
8,697
|
|
|||
Other current liabilities
|
12,873
|
|
|
(339
|
)
|
|
a,e
|
|
12,534
|
|
|||
Current liabilities of discontinued operations
|
29,723
|
|
|
—
|
|
|
|
|
29,723
|
|
|||
Total current liabilities
|
200,680
|
|
|
642
|
|
|
|
|
201,322
|
|
|||
Revolving credit agreements
|
35,000
|
|
|
—
|
|
|
|
|
35,000
|
|
|||
Other long-term liabilities
|
12,501
|
|
|
3,574
|
|
|
e
|
|
16,075
|
|
|||
Total liabilities
|
248,181
|
|
|
4,216
|
|
|
|
|
252,397
|
|
|||
Stockholders’ equity
|
|
|
|
|
|
|
|
||||||
Preferred stock, par value $0.01 per share
|
—
|
|
|
—
|
|
|
|
|
—
|
|
|||
Class A Common stock, par value $0.01 per share; 9,805 shares issued as of December 31, 2019
|
98
|
|
|
—
|
|
|
|
|
98
|
|
|||
Class B Common stock, par value $0.01 per share, convertible into Class A on a one-for-one basis; 4,076 shares issued as of December 31, 2019
|
41
|
|
|
—
|
|
|
|
|
41
|
|
|||
Capital in excess of par value
|
54,344
|
|
|
165
|
|
|
f
|
|
54,509
|
|
|||
Treasury stock
|
(5,960
|
)
|
|
—
|
|
|
|
|
(5,960
|
)
|
|||
Retained earnings
|
22,524
|
|
|
(18,814
|
)
|
|
a,b,d,e,f
|
|
3,710
|
|
|||
Accumulated other comprehensive loss
|
(15,988
|
)
|
|
(144
|
)
|
|
a,b,d,e
|
|
(16,132
|
)
|
|||
Total stockholders’ equity
|
55,059
|
|
|
(18,793
|
)
|
|
|
|
36,266
|
|
|||
Total liabilities and stockholders' equity
|
$
|
303,240
|
|
|
$
|
(14,577
|
)
|
|
|
|
$
|
288,663
|
|
`
|
June 30, 2019
|
|
|
||||||||||||||||
|
As Previously Reported
|
|
Restatement Impacts
|
|
Restatement Reference
|
|
As Restated
|
Recasting Impacts
|
As Restated and Recast
|
||||||||||
|
(In thousands)
|
||||||||||||||||||
Assets
|
|
|
|
|
|
|
|
|
|
||||||||||
Current assets
|
|
|
|
|
|
|
|
|
|
||||||||||
Cash and cash equivalents
|
$
|
1,131
|
|
|
$
|
—
|
|
|
|
|
$
|
1,131
|
|
$
|
(102
|
)
|
$
|
1,029
|
|
Trade receivables, net
|
89,579
|
|
|
(2,446
|
)
|
|
a,f
|
|
87,133
|
|
(865
|
)
|
86,268
|
|
|||||
Inventory
|
140,817
|
|
|
—
|
|
|
|
|
140,817
|
|
(19,345
|
)
|
121,472
|
|
|||||
Prepaid expenses and other current assets
|
24,078
|
|
|
(6,723
|
)
|
|
a
|
|
17,355
|
|
(943
|
)
|
16,412
|
|
|||||
Current assets of discontinued operations
|
—
|
|
|
—
|
|
|
|
|
—
|
|
21,255
|
|
21,255
|
|
|||||
Total current assets
|
255,605
|
|
|
(9,169
|
)
|
|
|
|
246,436
|
|
—
|
|
246,436
|
|
|||||
Property, plant and equipment, net
|
23,204
|
|
|
—
|
|
|
|
|
23,204
|
|
(1,555
|
)
|
21,649
|
|
|||||
Goodwill
|
6,253
|
|
|
—
|
|
|
|
|
6,253
|
|
—
|
|
6,253
|
|
|||||
Other intangible assets, net
|
3,828
|
|
|
—
|
|
|
|
|
3,828
|
|
—
|
|
3,828
|
|
|||||
Deferred income taxes
|
6,169
|
|
|
318
|
|
|
e
|
|
6,487
|
|
(2,733
|
)
|
3,754
|
|
|||||
Deferred costs
|
8,683
|
|
|
—
|
|
|
|
|
8,683
|
|
(119
|
)
|
8,564
|
|
|||||
Other non-current assets
|
1,997
|
|
|
—
|
|
|
|
|
1,997
|
|
(13
|
)
|
1,984
|
|
|||||
Non-current assets of discontinued operations
|
—
|
|
|
—
|
|
|
|
|
—
|
|
4,420
|
|
4,420
|
|
|||||
Total assets
|
$
|
305,739
|
|
|
$
|
(8,851
|
)
|
|
|
|
$
|
296,888
|
|
$
|
—
|
|
$
|
296,888
|
|
Liabilities and stockholders' equity
|
|
|
|
|
|
|
|
|
|
||||||||||
Current liabilities
|
|
|
|
|
|
|
|
|
|
||||||||||
Accounts payable
|
$
|
91,737
|
|
|
$
|
—
|
|
|
|
|
$
|
91,737
|
|
$
|
(5,538
|
)
|
$
|
86,199
|
|
Accounts payable to NACCO Industries, Inc.
|
220
|
|
|
—
|
|
|
|
|
220
|
|
—
|
|
220
|
|
|||||
Revolving credit agreements
|
58,955
|
|
|
—
|
|
|
|
|
58,955
|
|
(7,450
|
)
|
51,505
|
|
|||||
Accrued compensation
|
12,091
|
|
|
387
|
|
|
f
|
|
12,478
|
|
(753
|
)
|
11,725
|
|
|||||
Accrued product returns
|
8,224
|
|
|
—
|
|
|
|
|
8,224
|
|
—
|
|
8,224
|
|
|||||
Other current liabilities
|
27,930
|
|
|
(241
|
)
|
|
a,d,e,f
|
|
27,689
|
|
(6,307
|
)
|
21,382
|
|
|||||
Current liabilities of discontinued operations
|
—
|
|
|
—
|
|
|
|
|
—
|
|
20,048
|
|
20,048
|
|
|||||
Total current liabilities
|
199,157
|
|
|
146
|
|
|
|
|
199,303
|
|
—
|
|
199,303
|
|
|||||
Revolving credit agreements
|
32,000
|
|
|
—
|
|
|
|
|
32,000
|
|
(2,000
|
)
|
30,000
|
|
|||||
Other long-term liabilities
|
15,485
|
|
|
911
|
|
|
e
|
|
16,396
|
|
(1,697
|
)
|
14,699
|
|
|||||
Non-current liabilities of discontinued operations
|
—
|
|
|
—
|
|
|
|
|
—
|
|
3,697
|
|
3,697
|
|
|||||
Total liabilities
|
246,642
|
|
|
1,057
|
|
|
|
|
247,699
|
|
—
|
|
247,699
|
|
|||||
Stockholders’ equity
|
|
|
|
|
|
|
|
|
|
||||||||||
Class A Common stock
|
95
|
|
|
—
|
|
|
|
|
95
|
|
—
|
|
95
|
|
|||||
Class B Common stock
|
44
|
|
|
—
|
|
|
|
|
44
|
|
—
|
|
44
|
|
|||||
Capital in excess of par value
|
53,342
|
|
|
—
|
|
|
|
|
53,342
|
|
—
|
|
53,342
|
|
|||||
Treasury stock
|
(2,334
|
)
|
|
—
|
|
|
|
|
(2,334
|
)
|
—
|
|
(2,334
|
)
|
|||||
Retained earnings
|
25,773
|
|
|
(10,127
|
)
|
|
a,d,e,f
|
|
15,646
|
|
—
|
|
15,646
|
|
|||||
Accumulated other comprehensive loss
|
(17,823
|
)
|
|
219
|
|
|
a,d
|
|
(17,604
|
)
|
—
|
|
(17,604
|
)
|
|||||
Total stockholders’ equity
|
59,097
|
|
|
(9,908
|
)
|
|
|
|
49,189
|
|
—
|
|
49,189
|
|
|||||
Total liabilities and stockholders' equity
|
$
|
305,739
|
|
|
$
|
(8,851
|
)
|
|
|
|
$
|
296,888
|
|
$
|
—
|
|
$
|
296,888
|
|
|
For the Three Months Ended June 30, 2019
|
||||||||||||||||||
|
As Previously Reported
|
|
Restatement Impacts
|
|
Restatement References
|
|
As Restated
|
Recasting Impacts
|
As Restated and Recast
|
||||||||||
|
(In thousands)
|
||||||||||||||||||
Revenue
|
$
|
148,427
|
|
|
$
|
921
|
|
|
c
|
|
$
|
149,348
|
|
$
|
(18,283
|
)
|
$
|
131,065
|
|
Cost of sales
|
112,770
|
|
|
—
|
|
|
|
|
112,770
|
|
(10,212
|
)
|
102,558
|
|
|||||
Gross profit
|
35,657
|
|
|
921
|
|
|
|
|
36,578
|
|
(8,071
|
)
|
28,507
|
|
|||||
Selling, general and administrative expenses
|
35,617
|
|
|
594
|
|
|
a,c
|
|
36,211
|
|
(11,235
|
)
|
24,976
|
|
|||||
Amortization of intangible assets
|
346
|
|
|
—
|
|
|
|
|
346
|
|
—
|
|
346
|
|
|||||
Operating profit (loss)
|
(306
|
)
|
|
327
|
|
|
|
|
21
|
|
3,164
|
|
3,185
|
|
|||||
Interest expense, net
|
904
|
|
|
—
|
|
|
|
|
904
|
|
(115
|
)
|
789
|
|
|||||
Other expense (income), net
|
(126
|
)
|
|
—
|
|
|
|
|
(126
|
)
|
(6
|
)
|
(132
|
)
|
|||||
Income (loss) from continuing operations before income taxes
|
(1,084
|
)
|
|
327
|
|
|
|
|
(757
|
)
|
3,285
|
|
2,528
|
|
|||||
Income tax expense (benefit)
|
(140
|
)
|
|
1
|
|
|
|
|
(139
|
)
|
769
|
|
630
|
|
|||||
Net income (loss) from continuing operations
|
(944
|
)
|
|
326
|
|
|
|
|
(618
|
)
|
2,516
|
|
1,898
|
|
|||||
Loss from discontinued operations, net of tax
|
—
|
|
|
—
|
|
|
|
|
—
|
|
(2,516
|
)
|
(2,516
|
)
|
|||||
Net income (loss)
|
$
|
(944
|
)
|
|
$
|
326
|
|
|
|
|
$
|
(618
|
)
|
$
|
—
|
|
$
|
(618
|
)
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Basic and diluted earnings (loss) per share:
|
|
|
|
|
|
|
|
|
|
||||||||||
Continuing operations
|
$
|
(0.07
|
)
|
|
$
|
0.03
|
|
|
|
|
$
|
(0.04
|
)
|
$
|
0.18
|
|
$
|
0.14
|
|
Discontinued operations
|
—
|
|
|
—
|
|
|
|
|
—
|
|
(0.18
|
)
|
(0.18
|
)
|
|||||
Basic and diluted earnings (loss) per share
|
$
|
(0.07
|
)
|
|
$
|
0.03
|
|
|
|
|
$
|
(0.04
|
)
|
$
|
—
|
|
$
|
(0.04
|
)
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Basic weighted average shares outstanding
|
13,813
|
|
|
—
|
|
|
|
|
13,813
|
|
—
|
|
13,813
|
|
|||||
Diluted weighted average shares outstanding
|
13,813
|
|
|
—
|
|
|
|
|
13,813
|
|
13
|
|
13,826
|
|
|
For the Six Months Ended June 30, 2019
|
||||||||||||||||||
|
As Previously Reported
|
|
Restatement Impacts
|
|
Restatement References
|
|
As Restated
|
Recasting Impacts
|
As Restated and Recast
|
||||||||||
|
(In thousands)
|
||||||||||||||||||
Revenue
|
$
|
293,804
|
|
|
$
|
1,439
|
|
|
c,f
|
|
$
|
295,243
|
|
$
|
(37,536
|
)
|
$
|
257,707
|
|
Cost of sales
|
223,424
|
|
|
(65
|
)
|
|
f
|
|
223,359
|
|
(20,861
|
)
|
202,498
|
|
|||||
Gross profit
|
70,380
|
|
|
1,504
|
|
|
|
|
71,884
|
|
(16,675
|
)
|
55,209
|
|
|||||
Selling, general and administrative expenses
|
72,124
|
|
|
2,566
|
|
|
a,c,f
|
|
74,690
|
|
(23,468
|
)
|
51,222
|
|
|||||
Amortization of intangible assets
|
691
|
|
|
—
|
|
|
|
|
691
|
|
—
|
|
691
|
|
|||||
Operating profit (loss)
|
(2,435
|
)
|
|
(1,062
|
)
|
|
|
|
(3,497
|
)
|
6,793
|
|
3,296
|
|
|||||
Interest expense, net
|
1,650
|
|
|
—
|
|
|
|
|
1,650
|
|
(198
|
)
|
1,452
|
|
|||||
Other expense (income), net
|
(458
|
)
|
|
144
|
|
|
f
|
|
(314
|
)
|
(15
|
)
|
(329
|
)
|
|||||
Income (loss) from continuing operations before income taxes
|
(3,627
|
)
|
|
(1,206
|
)
|
|
|
|
(4,833
|
)
|
7,006
|
|
2,173
|
|
|||||
Income tax expense (benefit)
|
(922
|
)
|
|
92
|
|
|
e
|
|
(830
|
)
|
1,767
|
|
937
|
|
|||||
Net income (loss) from continuing operations
|
(2,705
|
)
|
|
(1,298
|
)
|
|
|
|
(4,003
|
)
|
5,239
|
|
1,236
|
|
|||||
Loss from discontinued operations, net of tax
|
—
|
|
|
—
|
|
|
|
|
—
|
|
(5,239
|
)
|
(5,239
|
)
|
|||||
Net loss
|
$
|
(2,705
|
)
|
|
$
|
(1,298
|
)
|
|
|
|
$
|
(4,003
|
)
|
$
|
—
|
|
$
|
(4,003
|
)
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Basic and diluted earnings (loss) per share:
|
|
|
|
|
|
|
|
|
|
||||||||||
Continuing operations
|
$
|
(0.20
|
)
|
|
$
|
(0.09
|
)
|
|
|
|
$
|
(0.29
|
)
|
$
|
0.38
|
|
$
|
0.09
|
|
Discontinued operations
|
—
|
|
|
—
|
|
|
|
|
—
|
|
(0.38
|
)
|
(0.38
|
)
|
|||||
Basic and diluted earnings (loss) per share
|
$
|
(0.20
|
)
|
|
$
|
(0.09
|
)
|
|
|
|
$
|
(0.29
|
)
|
$
|
—
|
|
$
|
(0.29
|
)
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Basic weighted average shares outstanding
|
13,800
|
|
|
—
|
|
|
|
|
13,800
|
|
—
|
|
13,800
|
|
|||||
Diluted weighted average shares outstanding
|
13,800
|
|
|
—
|
|
|
|
|
13,800
|
|
13
|
|
13,813
|
|
|
For the Three Months Ended June 30, 2019
|
||||||||||
|
As Previously Reported
|
|
Restatement Impacts
|
|
As Restated
|
||||||
|
(In thousands)
|
||||||||||
Net income (loss)
|
$
|
(944
|
)
|
|
$
|
326
|
|
|
$
|
(618
|
)
|
Other comprehensive income (loss), net of tax:
|
|
|
|
|
|
||||||
Foreign currency translation adjustment
|
226
|
|
|
(113
|
)
|
|
113
|
|
|||
Gain on long-term intra-entity foreign currency transactions
|
121
|
|
|
—
|
|
|
121
|
|
|||
Cash flow hedging activity
|
(877
|
)
|
|
—
|
|
|
(877
|
)
|
|||
Reclassification of hedging activities into earnings
|
144
|
|
|
—
|
|
|
144
|
|
|||
Pension plan adjustment
|
—
|
|
|
—
|
|
|
—
|
|
|||
Reclassification of pension adjustments into earnings
|
102
|
|
|
—
|
|
|
102
|
|
|||
Total other comprehensive loss, net of tax
|
(284
|
)
|
|
(113
|
)
|
|
(397
|
)
|
|||
Comprehensive income (loss)
|
$
|
(1,228
|
)
|
|
$
|
213
|
|
|
$
|
(1,015
|
)
|
|
For the Six Months Ended June 30, 2019
|
||||||||||
|
As Previously Reported
|
|
Restatement Impacts
|
|
As Restated
|
||||||
|
(In thousands)
|
||||||||||
Net income (loss)
|
$
|
(2,705
|
)
|
|
$
|
(1,298
|
)
|
|
$
|
(4,003
|
)
|
Other comprehensive income (loss), net of tax:
|
|
|
|
|
|
||||||
Foreign currency translation adjustment
|
556
|
|
|
(229
|
)
|
|
327
|
|
|||
Gain on long-term intra-entity foreign currency transactions
|
136
|
|
|
—
|
|
|
136
|
|
|||
Cash flow hedging activity
|
(1,443
|
)
|
|
144
|
|
|
(1,299
|
)
|
|||
Reclassification of hedging activities into earnings
|
146
|
|
|
—
|
|
|
146
|
|
|||
Pension plan adjustment
|
—
|
|
|
—
|
|
|
—
|
|
|||
Reclassification of pension adjustments into earnings
|
92
|
|
|
94
|
|
|
186
|
|
|||
Total other comprehensive loss, net of tax
|
(513
|
)
|
|
9
|
|
|
(504
|
)
|
|||
Comprehensive income (loss)
|
$
|
(3,218
|
)
|
|
$
|
(1,289
|
)
|
|
$
|
(4,507
|
)
|
|
June 30, 2019
|
||||||||||||||||||
|
As Previously Reported
|
|
Restatement Impacts
|
|
As Restated
|
|
Recasting Impacts
|
|
As Restated and Recast
|
||||||||||
Operating activities
|
|
|
|
|
|
|
|
|
|
||||||||||
Net income (loss) from continuing operations
|
$
|
(2,705
|
)
|
|
$
|
(1,298
|
)
|
|
$
|
(4,003
|
)
|
|
$
|
5,239
|
|
|
$
|
1,236
|
|
Adjustments to reconcile net income from continuing operations to net cash provided by operating activities:
|
|
|
|
|
|
|
|
|
|
||||||||||
Depreciation and amortization
|
2,153
|
|
|
—
|
|
|
2,153
|
|
|
(312
|
)
|
|
1,841
|
|
|||||
Deferred income taxes
|
1,800
|
|
|
57
|
|
|
1,857
|
|
|
43
|
|
|
1,900
|
|
|||||
Stock compensation expense
|
1,629
|
|
|
—
|
|
|
1,629
|
|
|
—
|
|
|
1,629
|
|
|||||
Other
|
117
|
|
|
(11
|
)
|
|
106
|
|
|
(29
|
)
|
|
77
|
|
|||||
Net changes in operating assets and liabilities:
|
|
|
|
|
|
|
|
|
|
||||||||||
Affiliate payable
|
(2,199
|
)
|
|
(1
|
)
|
|
(2,200
|
)
|
|
5
|
|
|
(2,195
|
)
|
|||||
Trade receivables
|
13,956
|
|
|
(128
|
)
|
|
13,828
|
|
|
(906
|
)
|
|
12,922
|
|
|||||
Inventory
|
4,375
|
|
|
210
|
|
|
4,585
|
|
|
(2,649
|
)
|
|
1,936
|
|
|||||
Other assets
|
(133
|
)
|
|
(214
|
)
|
|
(347
|
)
|
|
(1,255
|
)
|
|
(1,602
|
)
|
|||||
Accounts payable
|
(41,259
|
)
|
|
(9
|
)
|
|
(41,268
|
)
|
|
8,166
|
|
|
(33,102
|
)
|
|||||
Other liabilities
|
(19,841
|
)
|
|
1,412
|
|
|
(18,429
|
)
|
|
2,141
|
|
|
(16,288
|
)
|
|||||
Net cash provided by (used for) operating activities from continuing operations
|
(42,107
|
)
|
|
18
|
|
|
(42,089
|
)
|
|
10,443
|
|
|
(31,646
|
)
|
|||||
Investing activities
|
|
|
|
|
|
|
|
|
|
||||||||||
Expenditures for property, plant and equipment
|
(2,091
|
)
|
|
—
|
|
|
(2,091
|
)
|
|
119
|
|
|
(1,972
|
)
|
|||||
Other
|
36
|
|
|
—
|
|
|
36
|
|
|
(36
|
)
|
|
—
|
|
|||||
Net cash used for investing activities from continuing operations
|
(2,055
|
)
|
|
—
|
|
|
(2,055
|
)
|
|
83
|
|
|
(1,972
|
)
|
|||||
Financing activities
|
|
|
|
|
|
|
|
|
|
||||||||||
Net additions (reductions) to revolving credit agreements
|
44,302
|
|
|
—
|
|
|
44,302
|
|
|
(9,450
|
)
|
|
34,852
|
|
|||||
Purchase of treasury stock
|
(2,334
|
)
|
|
—
|
|
|
(2,334
|
)
|
|
—
|
|
|
(2,334
|
)
|
|||||
Cash dividends paid
|
(2,419
|
)
|
|
—
|
|
|
(2,419
|
)
|
|
—
|
|
|
(2,419
|
)
|
|||||
Net cash provided by (used for) financing activities from continuing operations
|
39,549
|
|
|
—
|
|
|
39,549
|
|
|
(9,450
|
)
|
|
30,099
|
|
|||||
Cash flows from discontinued operations
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Net cash used for operating activities from discontinued operations
|
—
|
|
|
—
|
|
|
—
|
|
|
(10,443
|
)
|
|
(10,443
|
)
|
|||||
Net cash used for investing activities from discontinued operations
|
—
|
|
|
—
|
|
|
—
|
|
|
(83
|
)
|
|
(83
|
)
|
|||||
Net cash used for financing activities from discontinued operations
|
—
|
|
|
—
|
|
|
—
|
|
|
9,450
|
|
|
9,450
|
|
|||||
Cash provided by (used for) discontinued operations
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,076
|
)
|
|
(1,076
|
)
|
|||||
Effect of exchange rate changes on cash
|
(608
|
)
|
|
(18
|
)
|
|
(626
|
)
|
|
—
|
|
|
(626
|
)
|
|||||
Cash and Cash Equivalents
|
|
|
|
|
|
|
|
|
|
||||||||||
(Decrease) increase for the year from continuing operations
|
(5,221
|
)
|
|
—
|
|
|
(5,221
|
)
|
|
1,076
|
|
|
(4,145
|
)
|
|||||
Increase (decrease) for the year from discontinued operations
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,076
|
)
|
|
(1,076
|
)
|
|||||
Balance at the beginning of the year
|
6,352
|
|
|
—
|
|
|
6,352
|
|
|
—
|
|
|
6,352
|
|
|||||
Balance at the end of the period
|
$
|
1,131
|
|
|
$
|
—
|
|
|
$
|
1,131
|
|
|
$
|
—
|
|
|
$
|
1,131
|
|
|
|
|
|
|
|
|
|
||||||||||||||
|
Class A common stock
|
Class B common stock
|
Capital in excess of par value
|
Treasury stock
|
Retained earnings
|
Accumulated other comprehensive income (loss)
|
Total stockholders' equity
|
||||||||||||||
As Previously Reported
|
|
|
|
|
|
|
|
||||||||||||||
Balance, January 1, 2019
|
$
|
93
|
|
$
|
44
|
|
$
|
51,714
|
|
$
|
—
|
|
$
|
30,897
|
|
$
|
(17,310
|
)
|
$
|
65,438
|
|
Net loss
|
—
|
|
—
|
|
—
|
|
—
|
|
(2,705
|
)
|
—
|
|
(2,705
|
)
|
|||||||
Issuance of common stock, net of conversions
|
2
|
|
—
|
|
(1
|
)
|
—
|
|
—
|
|
—
|
|
1
|
|
|||||||
Purchase of treasury stock
|
—
|
|
—
|
|
—
|
|
(2,334
|
)
|
—
|
|
—
|
|
(2,334
|
)
|
|||||||
Share-based compensation expense
|
—
|
|
—
|
|
1,629
|
|
—
|
|
—
|
|
—
|
|
1,629
|
|
|||||||
Cash dividends, $0.085 per share
|
—
|
|
—
|
|
—
|
|
—
|
|
(2,419
|
)
|
—
|
|
(2,419
|
)
|
|||||||
Other comprehensive loss
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(751
|
)
|
(751
|
)
|
|||||||
Reclassification adjustment to net loss
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
238
|
|
238
|
|
|||||||
Balance, June 30, 2019
|
$
|
95
|
|
$
|
44
|
|
$
|
53,342
|
|
$
|
(2,334
|
)
|
$
|
25,773
|
|
$
|
(17,823
|
)
|
$
|
59,097
|
|
Restatement Impacts
|
|
|
|
|
|
|
|
||||||||||||||
Balance, January 1, 2019
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
(8,829
|
)
|
$
|
209
|
|
$
|
(8,620
|
)
|
Net loss
|
—
|
|
—
|
|
—
|
|
—
|
|
(1,298
|
)
|
—
|
|
(1,298
|
)
|
|||||||
Issuance of common stock, net of conversions
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|||||||
Purchase of treasury stock
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|||||||
Share-based compensation expense
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|||||||
Cash dividends, $0.085 per share
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|||||||
Other comprehensive loss
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(85
|
)
|
(85
|
)
|
|||||||
Reclassification adjustment to net loss
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
94
|
|
94
|
|
|||||||
Balance, June 30, 2019
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
(10,127
|
)
|
$
|
218
|
|
$
|
(9,909
|
)
|
As Restated
|
|
|
|
|
|
|
|
||||||||||||||
Balance, January 1, 2019
|
$
|
93
|
|
$
|
44
|
|
$
|
51,714
|
|
$
|
—
|
|
$
|
22,068
|
|
$
|
(17,101
|
)
|
$
|
56,818
|
|
Net loss
|
—
|
|
—
|
|
—
|
|
—
|
|
(4,003
|
)
|
—
|
|
(4,003
|
)
|
|||||||
Issuance of common stock, net of conversions
|
2
|
|
—
|
|
(1
|
)
|
—
|
|
—
|
|
—
|
|
1
|
|
|||||||
Purchase of treasury stock
|
—
|
|
—
|
|
—
|
|
(2,334
|
)
|
—
|
|
—
|
|
(2,334
|
)
|
|||||||
Share-based compensation expense
|
—
|
|
—
|
|
1,629
|
|
—
|
|
—
|
|
—
|
|
1,629
|
|
|||||||
Cash dividends, $0.085 per share
|
—
|
|
—
|
|
—
|
|
—
|
|
(2,419
|
)
|
—
|
|
(2,419
|
)
|
|||||||
Other comprehensive loss
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(835
|
)
|
(835
|
)
|
|||||||
Reclassification adjustment to net loss
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
332
|
|
332
|
|
|||||||
Balance, June 30, 2019
|
$
|
95
|
|
$
|
44
|
|
$
|
53,342
|
|
$
|
(2,334
|
)
|
$
|
15,646
|
|
$
|
(17,604
|
)
|
$
|
49,189
|
|
|
THREE MONTHS ENDED June 30,
|
|
SIX MONTHS ENDED June 30,
|
||||||||||||
|
2020
|
|
2019
|
|
2020
|
|
2019
|
||||||||
|
(In thousands)
|
||||||||||||||
Revenue
|
$
|
—
|
|
|
$
|
18,283
|
|
|
631
|
|
|
37,536
|
|
||
Cost of sales
|
—
|
|
|
10,212
|
|
|
—
|
|
|
20,861
|
|
||||
Gross profit
|
—
|
|
|
8,071
|
|
|
631
|
|
|
16,675
|
|
||||
Selling, general and administrative expenses
|
299
|
|
|
11,235
|
|
|
1,346
|
|
|
23,468
|
|
||||
Adjustment of lease termination liability(1)
|
—
|
|
|
—
|
|
|
(16,457
|
)
|
|
—
|
|
||||
Adjustment of other current liabilities(2)
|
—
|
|
|
—
|
|
|
(6,608
|
)
|
|
—
|
|
||||
Operating income (loss)
|
(299
|
)
|
|
(3,164
|
)
|
|
22,350
|
|
|
(6,793
|
)
|
||||
Interest expense
|
—
|
|
|
115
|
|
|
|
|
198
|
|
|||||
Other expense, net
|
88
|
|
|
6
|
|
|
88
|
|
|
15
|
|
||||
Income (loss) from discontinued operations before income taxes
|
(387
|
)
|
|
(3,285
|
)
|
|
22,262
|
|
|
(7,006
|
)
|
||||
Income tax benefit
|
(82
|
)
|
|
(769
|
)
|
|
(299
|
)
|
|
(1,767
|
)
|
||||
Income (loss) from discontinued operations, net of tax
|
$
|
(305
|
)
|
|
$
|
(2,516
|
)
|
|
$
|
22,561
|
|
|
$
|
(5,239
|
)
|
(1)
|
Represents an adjustment to the estimated timing and amount of estimated cash flows underlying the lease termination obligation at March 31, 2020, calculated based on the final distribution of KC's remaining assets on April 3, 2020. The lease termination obligation is measured at fair value using significant observable inputs, which is Level 2 as defined in the fair value hierarchy.
|
(2)
|
Represents an adjustment to the carrying value of substantially all of the other current liabilities at March 31, 2020, calculated based on the final distribution of KC's remaining assets on April 3, 2020.
|
|
|
|
JUNE 30
2019 |
|||||
|
|
|||||||
Assets
|
|
|
|
|
||||
Cash and cash equivalents
|
|
$
|
5,022
|
|
|
$
|
102
|
|
Inventory
|
|
—
|
|
|
19,345
|
|
||
Prepaid expenses and other current assets
|
|
361
|
|
|
1,808
|
|
||
Current assets of discontinued operations
|
|
$
|
5,383
|
|
|
$
|
21,255
|
|
|
|
|
|
|
||||
Property, plant and equipment, net
|
|
—
|
|
|
1,555
|
|
||
Deferred income taxes
|
|
$
|
614
|
|
|
$
|
2,733
|
|
Other non-current assets
|
|
—
|
|
|
132
|
|
||
Non-current assets of discontinued operations
|
|
$
|
614
|
|
|
$
|
4,420
|
|
|
|
|
|
|
||||
Liabilities
|
|
|
|
|
||||
Accounts payable
|
|
$
|
4,594
|
|
|
$
|
5,538
|
|
Revolving credit agreement
|
|
—
|
|
|
7,450
|
|
||
Lease termination liability
|
|
17,248
|
|
|
—
|
|
||
Other current liabilities
|
|
7,881
|
|
|
7,060
|
|
||
Current liabilities of discontinued operations
|
|
$
|
29,723
|
|
|
$
|
20,048
|
|
|
|
|
|
|
||||
Other long-term liabilities
|
|
—
|
|
|
3,697
|
|
||
Non-current liabilities of discontinued operations
|
|
$
|
—
|
|
|
$
|
3,697
|
|
Description
|
|
Balance Sheet Location
|
|
JUNE 30
2020 |
|
DECEMBER 31
2019 |
|
JUNE 30
2019 |
||||||
Assets:
|
|
|
|
|
|
|
|
|
||||||
Interest rate swap agreements
|
|
|
|
|
|
|
|
|
||||||
Current
|
|
Prepaid expenses and other current assets
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
69
|
|
Foreign currency exchange contracts
|
|
|
|
|
|
|
|
|
||||||
Current
|
|
Prepaid expenses and other current assets
|
|
39
|
|
|
—
|
|
|
—
|
|
|||
|
|
|
|
$
|
39
|
|
|
$
|
—
|
|
|
$
|
69
|
|
Liabilities:
|
|
|
|
|
|
|
|
|
||||||
Interest rate swap agreements
|
|
|
|
|
|
|
|
|
||||||
Current
|
|
Other current liabilities
|
|
$
|
390
|
|
|
$
|
21
|
|
|
$
|
—
|
|
Long-term
|
|
Other long-term liabilities
|
|
948
|
|
|
61
|
|
|
51
|
|
|||
Foreign currency exchange contracts
|
|
|
|
|
|
|
|
|
||||||
Current
|
|
Other current liabilities
|
|
—
|
|
|
308
|
|
|
357
|
|
|||
|
|
|
|
$
|
1,338
|
|
|
$
|
390
|
|
|
$
|
408
|
|
|
JUNE 30
2020 |
|
DECEMBER 31
2019 |
|
JUNE 30
2019 |
|||
|
(In thousands)
|
|||||||
Preferred stock, par value $0.01 per share
|
|
|
|
|
|
|||
Preferred stock authorized
|
5,000
|
|
|
5,000
|
|
|
5,000
|
|
Preferred stock outstanding
|
—
|
|
|
—
|
|
|
—
|
|
Class A Common stock, par value $0.01 per share
|
|
|
|
|
|
|||
Class A Common stock authorized
|
70,000
|
|
|
70,000
|
|
|
70,000
|
|
Class A Common issued(1)(2)
|
9,946
|
|
|
9,805
|
|
|
9,469
|
|
Treasury Stock
|
365
|
|
|
365
|
|
|
130
|
|
Class B Common stock, par value $0.01 per share, convertible into Class A on a one-for-one basis
|
|
|
|
|
|
|||
Class B Common stock authorized
|
30,000
|
|
|
30,000
|
|
|
30,000
|
|
Class B Common issued(1)
|
4,063
|
|
|
4,076
|
|
|
4,383
|
|
|
Foreign Currency
|
|
Deferred Gain (Loss) on Cash Flow Hedging
|
|
Pension Plan Adjustment
|
|
Total
|
||||||||
|
|
||||||||||||||
As Restated Balance, January 1, 2020
|
$
|
(8,221
|
)
|
|
$
|
(341
|
)
|
|
$
|
(7,570
|
)
|
|
$
|
(16,132
|
)
|
Other comprehensive loss
|
(4,985
|
)
|
|
(171
|
)
|
|
—
|
|
|
(5,156
|
)
|
||||
Reclassification adjustment to net loss
|
—
|
|
|
154
|
|
|
239
|
|
|
393
|
|
||||
Tax effects
|
1,132
|
|
|
(35
|
)
|
|
(44
|
)
|
|
1,053
|
|
||||
Balance, March 31, 2020
|
$
|
(12,074
|
)
|
|
$
|
(393
|
)
|
|
$
|
(7,375
|
)
|
|
$
|
(19,842
|
)
|
Other comprehensive income (loss)
|
742
|
|
|
137
|
|
|
—
|
|
|
879
|
|
||||
Reclassification adjustment to net income (loss)
|
—
|
|
|
(489
|
)
|
|
140
|
|
|
(349
|
)
|
||||
Tax effects
|
(223
|
)
|
|
97
|
|
|
(43
|
)
|
|
(169
|
)
|
||||
Balance, June 30, 2020
|
$
|
(11,555
|
)
|
|
$
|
(648
|
)
|
|
$
|
(7,278
|
)
|
|
$
|
(19,481
|
)
|
|
|
|
|
|
|
|
|
||||||||
As Restated Balance, January 1, 2019
|
$
|
(8,652
|
)
|
|
$
|
879
|
|
|
$
|
(9,328
|
)
|
|
$
|
(17,101
|
)
|
Other comprehensive income (loss)
|
246
|
|
|
(631
|
)
|
|
—
|
|
|
(385
|
)
|
||||
Reclassification adjustment to net income (loss)
|
—
|
|
|
4
|
|
|
45
|
|
|
49
|
|
||||
Tax effects
|
(17
|
)
|
|
207
|
|
|
39
|
|
|
229
|
|
||||
As Restated Balance, March 31, 2019
|
$
|
(8,423
|
)
|
|
$
|
459
|
|
|
$
|
(9,244
|
)
|
|
$
|
(17,208
|
)
|
Other comprehensive income (loss)
|
248
|
|
|
(1,198
|
)
|
|
—
|
|
|
(950
|
)
|
||||
Reclassification adjustment to net income (loss)
|
—
|
|
|
202
|
|
|
142
|
|
|
344
|
|
||||
Tax effects
|
(13
|
)
|
|
263
|
|
|
(40
|
)
|
|
210
|
|
||||
As Restated Balance, June 30, 2019
|
$
|
(8,188
|
)
|
|
$
|
(274
|
)
|
|
$
|
(9,142
|
)
|
|
$
|
(17,604
|
)
|
•
|
Product revenue - Product revenue consist of sales of small electric household and specialty housewares appliances to traditional brick and mortar and ecommerce retailers, distributors and directly to the end consumer as well as sales of commercial products for restaurants, bars and hotels. Transactions with these customers generally originate upon the receipt of a purchase order from the customer, which in some cases are governed by master sales agreements, specifying product(s) that the customer desires. Contracts for product revenue have an original duration of one year or less, and payment terms are generally standard and based on customer creditworthiness. Revenue from product sales is recognized at the point in time when control transfers to the customer, which is either when product is shipped from the Company's facility, or delivered to customers, depending on the shipping terms. The amount of revenue recognized varies primarily with changes in returns. In addition, the Company offers price concessions to our customers for incentive offerings, special pricing agreements, price competition, promotions or other volume-based arrangements. We evaluated such agreements with our customers and determined returns and price concessions should be accounted for as variable consideration. As of December 31, 2019, we have determined that customer price concessions recorded as a reduction of revenue, certain of which were previously recorded in other current liabilities, meet all of the criteria specified in ASC 210-20, "Balance Sheet Offsetting". Accordingly, amounts related to such arrangements have now been classified as a reduction of trade receivables (prior periods have not been adjusted as all the criteria in ASC 210-20 had not previously been met).
|
•
|
License revenues - From time to time, the Company enters into exclusive and non-exclusive licensing agreements which grant the right to use certain of HBB’s intellectual property (IP) in connection with designing, manufacturing, distributing, advertising, promoting and selling the licensees’ products during the term of the agreement. The IP that is licensed generally consists of trademarks, tradenames, patents, trade dress, and/or logos (the “Licensed IP”). In exchange for granting the right to use the Licensed IP, HBB receives a royalty payment, which is a function of (1) the total net sales of products that use the Licensed IP and (2) the royalty percentage that is stated in the licensing agreement. HBB recognizes revenue at the later of when the subsequent sales occur or satisfying the performance obligation (over time).
|
|
THREE MONTHS ENDED JUNE 30,
|
|
SIX MONTHS
ENDED JUNE 30,
|
||||||||||||
|
|
|
As Restated and Recast
|
|
|
|
As Restated and Recast
|
||||||||
|
2020
|
|
2019
|
|
2020
|
|
2019
|
||||||||
Type of good or service:
|
|
|
|
|
|
|
|
||||||||
Products
|
$
|
136,816
|
|
|
$
|
129,820
|
|
|
$
|
256,451
|
|
|
$
|
255,381
|
|
Licensing
|
1,481
|
|
|
1,245
|
|
|
2,692
|
|
|
2,326
|
|
||||
Total revenues
|
$
|
138,297
|
|
|
$
|
131,065
|
|
|
$
|
259,143
|
|
|
$
|
257,707
|
|
|
THREE MONTHS ENDED June 30,
|
|||||||||||||||||||
|
2020
|
|
% of Revenue
|
|
2019 As Restated and Recast
|
|
% of Revenue
|
|
$ Change
|
|
% Change
|
|||||||||
Revenue
|
$
|
138,297
|
|
|
100.0
|
%
|
|
$
|
131,065
|
|
|
100.0
|
%
|
|
$
|
7,232
|
|
|
5.5
|
%
|
Cost of sales
|
103,043
|
|
|
74.5
|
%
|
|
102,558
|
|
|
78.2
|
%
|
|
485
|
|
|
0.5
|
%
|
|||
Gross profit
|
35,254
|
|
|
25.5
|
%
|
|
28,507
|
|
|
21.8
|
%
|
|
6,747
|
|
|
23.7
|
%
|
|||
Selling, general and administrative expenses
|
24,035
|
|
|
17.4
|
%
|
|
24,976
|
|
|
19.1
|
%
|
|
(941
|
)
|
|
(3.8
|
)%
|
|||
Amortization of intangible assets
|
324
|
|
|
0.2
|
%
|
|
346
|
|
|
0.3
|
%
|
|
(22
|
)
|
|
(6.4
|
)%
|
|||
Operating profit
|
10,895
|
|
|
7.9
|
%
|
|
3,185
|
|
|
2.4
|
%
|
|
7,710
|
|
|
242.1
|
%
|
|||
Interest expense, net
|
366
|
|
|
0.3
|
%
|
|
789
|
|
|
0.6
|
%
|
|
(423
|
)
|
|
(53.6
|
)%
|
|||
Other expense (income), net
|
(193
|
)
|
|
(0.1
|
)%
|
|
(132
|
)
|
|
(0.1
|
)%
|
|
(61
|
)
|
|
46.2
|
%
|
|||
Income (loss) from continuing operations before income taxes
|
10,722
|
|
|
7.8
|
%
|
|
2,528
|
|
|
1.9
|
%
|
|
8,194
|
|
|
324.1
|
%
|
|||
Income tax expense (benefit)
|
2,657
|
|
|
1.9
|
%
|
|
630
|
|
|
0.5
|
%
|
|
2,027
|
|
|
321.7
|
%
|
|||
Net income (loss) from continuing operations
|
8,065
|
|
|
5.8
|
%
|
|
1,898
|
|
|
1.4
|
%
|
|
6,167
|
|
|
324.9
|
%
|
|||
Income (loss) from discontinued operations, net of tax
|
(305
|
)
|
|
n/m
|
|
(2,516
|
)
|
|
n/m
|
|
2,211
|
|
|
n/m
|
||||||
Net income (loss)
|
$
|
7,760
|
|
|
|
|
|
$
|
(618
|
)
|
|
|
|
|
$
|
8,378
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Effective income tax rate on continuing operations
|
24.8
|
%
|
|
|
|
24.9
|
%
|
|
|
|
|
|
|
|
Revenue
|
||
2019 As Restated
|
$
|
131,065
|
|
Increase (decrease) from:
|
|
||
Unit volume and product mix
|
7,744
|
|
|
Average sales price
|
1,331
|
|
|
Foreign currency
|
(1,843
|
)
|
|
|
$
|
138,297
|
|
|
SIX MONTHS ENDED June 30,
|
|||||||||||||||||||
|
2020
|
|
% of Revenue
|
|
2019 As Restated and Recast
|
|
% of Revenue
|
|
$ Change
|
|
% Change
|
|||||||||
Revenue
|
$
|
259,143
|
|
|
100.0
|
%
|
|
$
|
257,707
|
|
|
100.0
|
%
|
|
$
|
1,436
|
|
|
0.6
|
%
|
Cost of sales
|
198,849
|
|
|
76.7
|
%
|
|
202,498
|
|
|
78.6
|
%
|
|
(3,649
|
)
|
|
(1.8
|
)%
|
|||
Gross profit
|
60,294
|
|
|
23.3
|
%
|
|
55,209
|
|
|
21.4
|
%
|
|
5,085
|
|
|
9.2
|
%
|
|||
Selling, general and administrative expenses
|
48,248
|
|
|
18.6
|
%
|
|
51,222
|
|
|
19.9
|
%
|
|
(2,974
|
)
|
|
(5.8
|
)%
|
|||
Amortization of intangible assets
|
648
|
|
|
0.3
|
%
|
|
691
|
|
|
0.3
|
%
|
|
(43
|
)
|
|
(6.2
|
)%
|
|||
Operating profit
|
11,398
|
|
|
4.4
|
%
|
|
3,296
|
|
|
1.3
|
%
|
|
8,102
|
|
|
245.8
|
%
|
|||
Interest expense, net
|
969
|
|
|
0.4
|
%
|
|
1,452
|
|
|
0.6
|
%
|
|
(483
|
)
|
|
(33.3
|
)%
|
|||
Other expense (income), net
|
1,509
|
|
|
0.6
|
%
|
|
(329
|
)
|
|
(0.1
|
)%
|
|
1,838
|
|
|
(558.7
|
)%
|
|||
Income (loss) from continuing operations before income taxes
|
8,920
|
|
|
3.4
|
%
|
|
2,173
|
|
|
0.8
|
%
|
|
6,747
|
|
|
310.5
|
%
|
|||
Income tax expense (benefit)
|
2,209
|
|
|
0.9
|
%
|
|
937
|
|
|
0.4
|
%
|
|
1,272
|
|
|
135.8
|
%
|
|||
Net income (loss) from continuing operations
|
6,711
|
|
|
2.6
|
%
|
|
1,236
|
|
|
0.5
|
%
|
|
5,475
|
|
|
443.0
|
%
|
|||
Income (loss) from discontinued operations, net of tax
|
22,561
|
|
|
n/m
|
|
(5,239
|
)
|
|
n/m
|
|
27,800
|
|
|
n/m
|
||||||
Net income (loss)
|
$
|
29,272
|
|
|
|
|
$
|
(4,003
|
)
|
|
|
|
$
|
33,275
|
|
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Effective income tax rate on continuing operations
|
24.8
|
%
|
|
|
|
43.1
|
%
|
|
|
|
|
|
|
|
Revenue
|
||
2019 As Restated
|
$
|
257,707
|
|
Increase (decrease) from:
|
|
||
Unit volume and product mix
|
2,113
|
|
|
Average sales price
|
1,599
|
|
|
Foreign currency
|
(2,276
|
)
|
|
2020
|
$
|
259,143
|
|
|
THREE MONTHS ENDED June 30,
|
||||||
|
|
|
As Restated
|
||||
|
2020
|
|
2019
|
||||
Net cash provided by (used for) operating activities
|
$
|
21,752
|
|
|
$
|
(31,646
|
)
|
Net cash used for investing activities
|
$
|
(2,092
|
)
|
|
$
|
(1,972
|
)
|
Net cash provided by (used for) financing activities
|
$
|
(19,146
|
)
|
|
$
|
30,099
|
|
•
|
Review controls performed at our Mexican subsidiaries did not operate effectively as account reconciliations and manual journal entries were not supported by accurate and complete information, which resulted in expenditures being deferred on the balance sheet beyond the period for which the costs pertained and the failure to detect unauthorized transactions deferred on the balance sheet as a result of wrongdoing by certain former employees of one of our Mexican subsidiaries; and
|
•
|
Transaction level controls over authorization of spending with vendors, adjusting product costing and selling prices, new customer setup and accounting for price concessions with our customers at our Mexican subsidiaries were not sufficiently designed or operating effectively to provide reasonable assurance regarding the prevention and timely detection of misappropriation of assets.
|
•
|
Personnel Actions - We have terminated employees of one of our Mexican subsidiaries found to have engaged in misconduct, which included collusion between these employees and vendors and customers of our Mexican subsidiaries in which such employees had an interest. Additional training on our code of conduct will be implemented for all employees of the Mexican subsidiaries.
|
•
|
Organizational Enhancements - We have implemented and are in the process of implementing organizational enhancements as follows: (i) augmenting our local accounting team for our Mexican subsidiaries with additional professionals with the relevant levels of accounting and controls knowledge, experience and training in the area of account reconciliations and manual journal entries to validate that account reconciliations and manual journal entries are supported by accurate and complete information; (ii) developing a more comprehensive review process and monitoring controls over the approval for vendor payments, changes to product cost and selling prices, approval for new customer setup including related terms and accounting for price concessions with our customers at our Mexican subsidiaries; and (iii) outsourcing functions at our Mexican subsidiaries where third-party service providers provide expertise or technical skillset, as appropriate.
|
•
|
continue to impact demand for our products;
|
•
|
cause the Company to experience an increase in costs as a result of the Company’s emergency measures, delayed payments from customers and increased risk of uncollectible accounts;
|
•
|
limit the Company’s access to further capital resources, if needed, and increase associated costs;
|
•
|
result in disruptions to our supply chain; and
|
•
|
adversely impact economies and financial markets of our international operations resulting in an economic downturn that could affect the value of foreign currencies.
|
Exhibit
|
|
|
Number*
|
|
Description of Exhibits
|
|
|
|
31(i)(1)
|
|
|
31(i)(2)
|
|
|
32
|
|
|
101.INS
|
|
XBRL Instance Document
|
101.SCH
|
|
XBRL Taxonomy Extension Schema Document
|
101.CAL
|
|
XBRL Taxonomy Extension Calculation Linkbase Document
|
101.DEF
|
|
XBRL Taxonomy Extension Definition Linkbase Document
|
101.LAB
|
|
XBRL Taxonomy Extension Label Linkbase Document
|
101.PRE
|
|
XBRL Taxonomy Extension Presentation Linkbase Document
|
|
|
Hamilton Beach Brands Holding Company
(Registrant)
|
Date:
|
August 5, 2020
|
/s/ Michelle O. Mosier
|
|
|
Michelle O. Mosier
|
|
|
Senior Vice President, Chief Financial Officer and Treasurer (Principal Financial Officer)/(Principal Accounting Officer)
|
1 Year Hamilton Beach Brands Chart |
1 Month Hamilton Beach Brands Chart |
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