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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of

The Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): May 15, 2024

 

LAZYDAYS HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

 

Delaware   001-38424   82-4183498

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

4042 Park Oaks Blvd., Suite 350, Tampa, Florida   33610
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code   (813) 246-4999

 

N/A

(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
   
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
   
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
   
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Common stock   LAZY   Nasdaq Capital Market

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company ☐

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 

 

 

Item 2.02 Results of Operations and Financial Condition

 

On May 15, 2024, Lazydays Holdings, Inc. (the “Company”) issued a press release announcing its financial results for the quarter ended March 31, 2024. A copy of the press release is furnished as Exhibit 99.1.

 

The information furnished pursuant to this Item 2.02, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under that section and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits

 

Exhibit No.   Description
     
99.1   Press Release, dated May 15, 2024, announcing Lazydays’ financial results for the quarter ended March 31, 2024.
     
104   Cover Page Interactive Data File (formatted as inline XBRL).

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  LAZYDAYS HOLDINGS, INC.
     
May 15, 2024 By /s/ Kelly Porter
Date   Kelly Porter
    Chief Financial Officer

 

 

 

 

EX-99.1 2 ex99-1.htm

 

Exhibit 99.1

 

 

LAZYDAYS REPORTS FIRST QUARTER 2024 RESULTS

 

Tampa, FL (May 15, 2024) – Lazydays (NasdaqCM: GORV) today reports results for the first quarter ended March 31, 2024.

 

John North, Chief Executive Officer, commented, “As we discussed in March, we expected our results for the first quarter to reflect a focus on both reducing the quantity and improving the health of vehicle inventory on hand. To that end, we made significant progress in these areas and finished the first quarter with approximately 85% of our new inventory model year 2024. However, our expectation to see increasing unit volumes in March and April as we entered the summer selling season did not materialize as we had hoped. We have continued to focus on maintaining our healthy inventory position as model year 2025 units arrive while increasing our efforts to procure more used units to augment our trade-ins and drive additional revenue opportunities. As of today, our new inventory is comprised of more than 90% 2024 and 2025 model year units, and we believe it is among the healthiest in the industry.”

 

Commenting on 2024, John stated, “Given the current market conditions and the larger than expected losses in the first quarter, for the full year we anticipate a pre-tax loss but both positive EBITDA and adjusted operational cash flow. I want to personally thank our operational team in the field for remaining upbeat and focused on pursuing every opportunity we can identify in the market today. While we are navigating the current economic environment alongside our OEM partners and competing dealers, we strongly believe in the earnings power of our store base and look forward to unlocking its full earnings potential as the industry recovers.”

 

Total revenue for the first quarter was $270.6 million compared to $295.7 million for the same period in 2023.

 

Net loss for the first quarter was $22.0 million compared to a net loss of $0.3 million for the same period in 2023. Adjusted net loss, a non-GAAP measure, was $21.4 million compared to adjusted net income of $1.2 million for the same period in 2023. Net loss per diluted share was $1.67 compared to net loss per diluted share of $0.17 for the same period in 2023. Adjusted net loss per diluted share was $1.63 compared to net income per diluted share of $0.00 for the same period in 2023.

 

Adjusted results for the first quarter of 2024 exclude a net non-core charge of $0.04 per diluted share related to our LIFO adjustment, transaction costs, and severance and transition costs. Adjusted results for the first quarter of 2023 exclude a net non-core charge of $0.17 per diluted share related to the effects of changes in fair value of warrant liabilities, our LIFO adjustment, an impairment charge, acquisition expenses and severance and transition costs.

 

Balance Sheet Update

 

Earlier this week, we executed an amendment to our syndicated credit facility providing us with additional covenant flexibility through the first quarter of 2025.

 

To facilitate the amendment, we agreed to raise an additional $15 million. Following the process outlined below, we negotiated a $15 million increase in the mortgage loan facility we established in December, funded by clients of Coliseum Capital Management. The terms of the incremental advance are substantially similar to the terms of the existing mortgage loan facility and is secured by the inclusion of another dealership facility into the collateral pool. We intend to use $5 million of the proceeds from the advance to pay down a portion of the revolver under our syndicated credit facility, with the remaining $10 million available for general corporate purposes. In connection with the incremental advance, Lazydays issued warrants to clients of Coliseum Capital Management to purchase 2,000,000 shares of common stock at a price of $5.25 per share, subject to certain adjustments.

 

 

 

Our board of directors established a special committee of independent directors and delegated to the special committee authority to evaluate and negotiate financing options as part of the amendment process. The special committee was advised by Richards Layton & Finger, P.A. and Holland & Knight LLP, and also obtained certain external financial market advice. Upon reviewing available alternatives, the special committee unanimously approved the increase to the size of the mortgage loan facility and related warrant issuance.

 

Kelly Porter, Chief Financial Officer, stated, “We appreciate the continued flexibility from our syndicated lenders, as well as the increased support we received from Coliseum. With cash on hand of $39 million as of today, inclusive of the additional funding provided by Coliseum, and the capacity to generate an estimated $45 million of additional mortgage loan proceeds as we refinance locations at a 75% loan-to-value, we believe we have a strong foundation on which to navigate the current macroeconomic environment.”

 

Conference Call Information

 

We have scheduled a conference call at 8:30 AM Eastern Time on Thursday, May 16, 2024 that will also be broadcast live over the internet.

 

The conference call may be accessed by telephone at (877) 407-8029 / +1 (201) 689-8029. To listen live on our website or for replay, visit https://www.lazydays.com/investor-relations.

 

About Lazydays

 

Lazydays has been a prominent player in the RV industry since our inception in 1976, earning a stellar reputation for delivering exceptional RV sales, service, and ownership experiences. Our commitment to excellence has led to enduring relationships with RVers and their families who rely on us for all of their RV needs.

 

With a strategic approach to rapid expansion, we are growing our network through both acquisitions and new builds. Our wide selection of RV brands from top manufacturers, state-of-the-art service facilities, and an extensive range of accessories and parts ensure that Lazydays is the go-to destination for RV enthusiasts seeking everything they need for their journeys on the road. Whether you’re a seasoned RVer or just starting your adventure, our dedicated team is here to provide outstanding support and guidance, making your RV lifestyle truly extraordinary.

 

Lazydays is a publicly listed company on the Nasdaq stock exchange under the ticker “GORV.”

 

Forward-Looking Statements

 

This press release includes “forward-looking statements” within the meaning of the “Safe-Harbor” provisions of the Private Securities Litigation Reform Act of 1995. Forward looking statements include statements regarding our goals, plans, projections and guidance regarding our financial position, results of operations, market position, pending and potential future acquisitions and business strategy, and often contain words such as “project,” “outlook,” “expect,” “anticipate,” “intend,” “plan,” “believe,” “estimate,” “may,” “seek,” “would,” “should,” “likely,” “goal,” “strategy,” “future,” “maintain,” “continue,” “remain,” “target” or “will” and similar references to future periods. Examples of forward-looking statements in this press release include, among others, statements regarding:

 

  Our efforts to procure more used units;

 

  First quarter and full year 2024 results;

 

  The earnings power of our store base, and our unlocking of its full earnings potential;

 

  Our use of funds from the transaction with Coliseum Capital Management;

 

  Our ability to generate additional mortgage loan proceeds; and

 

  Our foundation to navigate the current macroeconomic environment.

 

 

 

By their nature, forward-looking statements involve risks and uncertainties because they relate to events that depend on circumstances that may or may not occur in the future. Forward-looking statements are not guarantees of future performance, and our actual results of operations, financial condition and liquidity and development of the industry in which we operate may differ materially from those made in or suggested by the forward-looking statements in this press release. The risks and uncertainties that could cause actual results to differ materially from estimated or projected results include, without limitation, future economic and financial conditions (both nationally and locally), changes in customer demand, our relationship with, and the financial and operational stability of, vehicle manufacturers and other suppliers, risks associated with our indebtedness (including available borrowing capacity, compliance with financial covenants and ability to refinance or repay indebtedness on favorable terms), acts of God or other incidents which may adversely impact our operations and financial performance, government regulations, legislation and others set forth throughout “Part II, Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations” and in “Part I, Item 1A. Risk Factors” of our most recent Annual Report on Form 10-K, and from time to time in our other filings with the SEC. We urge you to carefully consider this information and not place undue reliance on forward-looking statements. We undertake no duty to update our forward-looking statements, including our earnings outlook, which are made as of the date of this release.

 

Non-GAAP Financial Measures

 

This press release contains non-GAAP financial measures such as EBITDA, adjusted cash flow from operations, adjusted costs applicable to revenue, adjusted net income (loss), adjusted net income (loss) per diluted share, adjusted income (loss) before income taxes, adjusted SG&A, and adjusted income (loss) from operations. Non-GAAP measures do not have definitions under GAAP and may be defined differently by and not comparable to similarly titled measures used by other companies. As a result, we review any non-GAAP financial measures in connection with a review of the most directly comparable measures calculated in accordance with GAAP. We caution you not to place undue reliance on such non-GAAP measures, and also to consider them with the most directly comparable GAAP measures. We present cash flows from operations in the following tables, adjusted to include the change in non-trade floor plan debt to improve the visibility of cash flows related to vehicle financing. As required by SEC rules, we have reconciled these measures to the most directly comparable GAAP measures in the attachments to this release. We believe the non-GAAP financial measures we present improve the transparency of our disclosures; provide a meaningful presentation of our results from core business operations, because they exclude items not related to core business operations and other non-cash items; and improve the period-to-period comparability of our results from core business operations. These presentations should not be considered an alternative to GAAP measures.

 

In addition, we have not reconciled our fiscal year 2024 EBITDA or adjusted operational cash flow expectations. These are provided on a non-GAAP basis and cannot be reconciled to the closest GAAP measures without unreasonable effort because of the unpredictability of the amounts and timing of events affecting the items we exclude from non-GAAP measures.

 

Contact:

 

investors@lazydays.com

 

 

 

Results of Operations

 

    Three Months Ended March 31,     Variance  
(In thousands except share and per share amounts)   2024     2023     %  
Revenues                        
New vehicle retail   $ 152,691     $ 176,747       (13.6 )%
Pre-owned vehicle retail     79,576       84,775       (6.1 )%
Vehicle wholesale     6,249       1,708       NM  
Finance and insurance     18,329       16,881       8.6 %
Service, body and parts and other     13,741       15,545       (11.6 )%
Total revenues     270,586       295,656       (8.5 )%
Cost applicable to revenues                        
New vehicle retail     147,055       153,331       (4.1 )%
Pre-owned vehicle retail     70,199       67,528       4.0 %
Vehicle wholesale     8,460       1,721       NM  
Finance and insurance     693       693       %
Service, body and parts and other     6,287       7,181       (12.4 )%
LIFO     126       1,311       NM  
Total cost applicable to revenues     232,820       231,765       0.5 %
Gross profit     37,766       63,891       (40.9 )%
Depreciation and amortization     5,461       4,403       24.0 %
Selling, general, and administrative expenses     48,886       53,532       (8.7 )%
(Loss) income from operations     (16,581 )     5,956       (378.4 )%
Other income (expense):                        
Floor plan interest expense     (7,676 )     (5,531 )     38.8 %
Other interest expense     (4,523 )     (1,700 )     166.1 %
Change in fair value of warrant liabilities           856       (100.0 )%
Total other expense, net     (12,199 )     (6,375 )     91.4 %
Loss before income taxes     (28,780 )     (419 )     NM  
Income tax benefit     6,800       143       NM  
Net loss     (21,980 )     (276 )     NM  
Dividends on Series A Convertible Preferred Stock     (1,984 )     (1,184 )     67.6 %
Net loss and comprehensive loss attributable to common stock and participating securities   $ (23,964 )   $ (1,460 )     NM  
                         
Loss per share:                        
Basic   $ (1.67 )   $ (0.12 )     1,291.7 %
Diluted   $ (1.67 )   $ (0.17 )     882.4 %
Weighted average shares outstanding:                        
Basic     14,368,677       11,988,899          
Diluted     14,368,677       11,988,899          

 

*NM - not meaningful

 

 

 

Total Results Summary

 

    Three Months Ended March 31,     Variance  
    2024     2023     %  
Gross profit margins                        
New vehicle retail     3.7 %     13.2 %     (950 )bps
Pre-owned vehicle retail     11.8 %     20.3 %     (850 )bps
Vehicle wholesale     (35.4 )%     (0.8 )%     NM bps
Finance and insurance     96.2 %     95.9 %     30 bps
Service, body and parts and other     54.2 %     53.8 %     40 bps
Total gross profit margin     14.0 %     21.6 %     (760 )bps
Total gross profit margin (excluding LIFO)     14.0 %     22.1 %     NM bps
                         
Retail units sold                        
New vehicle retail     2,055       1,980       3.8 %
Pre-owned vehicle retail     1,466       1,304       12.4 %
Total retail units sold     3,521       3,284       7.2 %
                         
Average selling price per retail unit                        
New vehicle retail   $ 74,263     $ 89,266       (16.8 )%
Pre-owned vehicle retail     54,281       65,012       (16.5 )%
                         
Average gross profit per retail unit (excluding LIFO)                        
New vehicle retail   $ 2,704     $ 11,826       (77.1 )%
Pre-owned vehicle retail     6,396       13,227       (51.6 )%
Finance and insurance     4,919       4,929       (0.2 )%
                         
Revenue mix                        
New vehicle retail     56.4 %     59.8 %        
Pre-owned vehicle retail     29.4 %     28.7 %        
Vehicle wholesale     2.3 %     0.6 %        
Finance and insurance     6.8 %     5.7 %        
Service, body and parts and other     5.1 %     5.3 %        
      100.0 %     100.0 %        
                         
Gross profit mix                        
New vehicle retail     14.9 %     36.6 %        
Pre-owned vehicle retail     24.8 %     27.0 %        
Vehicle wholesale     (5.9 )%     %        
Finance and insurance     46.7 %     25.3 %        
Service, body and parts and other     19.7 %     13.1 %        
LIFO     (0.3 )%     (2.1 )%        
      100.0 %     100.0 %        

 

 

 

Other Metrics

 

    Adjusted     As Reported  
    Three Months Ended March 31,     Three Months Ended March 31,  
    2024     2023     2024     2023  
SG&A as a % of revenue     17.8 %     17.6 %     18.1 %     18.1 %
SG&A as % of gross profit, excluding LIFO     127.6 %     79.7 %     129.3 %     82.1 %
(Loss) income from operations as a % of revenue     (5.8 )%     3.0 %     (6.1 )%     2.0 %
(Loss) income from operations as a % of gross profit, excluding LIFO     (41.8 )%     13.5 %     (43.9 )%     9.1 %
(Loss) income before income taxes as % of revenue     (10.3 )%     0.5 %     (10.6 )%     NM  
Net (loss) income as a % of revenue     (7.9 )%     0.4 %     (10.6 )%     NM  

 

*NM - not meaningful

 

Other Highlights

 

    March 31, 2024     December 31, 2023  
Store Count                
Dealerships     25       24  
                 
Days Supply*                
New vehicle inventory     195       380  
Pre-owned vehicle inventory     64       132  

 

*Days supply calculated based on current inventory levels and a 90-day historical average cost of sales level.

 

Financial Covenants

 

    Requirement     March 31, 2024  
Current ratio (excluding LIFO reserve as of March 31, 2024)     1.05       1.07  
Minimum liquidity     30,000,000       39,350,000  

 

 

 

Same-Store Results Summary

 

    Three Months Ended March 31,     Variance  
($ in thousands except per vehicle data)   2024     2023     %  
Revenues                        
New vehicle retail   $ 130,744     $ 167,966       (22.2 )%
Pre-owned vehicle retail     66,715       81,961       (18.6 )%
Vehicle wholesale     5,046       1,708       NM  
Finance and insurance     15,221       16,129       (5.6 )%
Service, body and parts and other     11,866       14,950       (20.6 )%
Total revenues     229,592       282,714       (18.8 )%
                         
Gross profit                        
New vehicle retail     4,816       22,336       (78.4 )%
Pre-owned vehicle retail     7,729       16,672       (53.6 )%
Vehicle wholesale     (1,526 )     (13 )     NM  
Finance and insurance     14,615       15,466       (5.5 )%
Service, body and parts and other     6,511       8,032       (18.9 )%
LIFO     (126 )     (1,311 )     NM  
Total gross profit     32,019       61,182       (47.7 )%
                         
Gross profit margins                        
New vehicle retail     3.7 %     13.3 %     (960 )bps
Pre-owned vehicle retail     11.6 %     20.3 %     (870 )bps
Vehicle wholesale     (30.2 )%     (0.8 )%     NM bps
Finance and insurance     96.0 %     95.9 %     10 bps
Service, body and parts and other     54.9 %     53.7 %     120 bps
Total gross profit margin     13.9 %     21.6 %     (770 )bps
Total gross profit margin (excluding LIFO)     14.0 %     22.1 %     NM bps
                         
Retail units sold                        
New vehicle retail     1,636       1,841       (11.1 )%
Pre-owned vehicle retail     1,190       1,248       (4.6 )%
Total retail units sold     2,826       3,089       (8.5 )%
                         
Average selling price per retail unit                        
New vehicle retail   $ 79,917     $ 91,236       (12.4 )%
Pre-owned vehicle retail     56,063       65,674       (14.6 )%
                         
Average gross profit per retail unit (excluding LIFO)                        
New vehicle retail   $ 2,944     $ 12,132       (75.7 )%
Pre-owned vehicle retail     6,495       13,359       (51.4 )%
Finance and insurance     5,172       5,007       3.3 %

 

 

 

Condensed Consolidated Balance Sheets

 

(In thousands)   March 31, 2024     December 31, 2023  
Current assets                
Cash     39,350       58,085  
Receivables, net of allowance for doubtful accounts     27,244       22,694  
Inventories     346,645       456,087  
Income tax receivable     9,031       7,416  
Prepaid expenses and other     1,421       2,614  
Total current assets     423,691       546,896  
                 
Long-term assets                
Property and equipment, net     271,273       265,726  
Operating lease assets     24,949       26,377  
Intangible assets, net     78,276       80,546  
Other assets     3,082       2,750  
Deferred income tax asset     20,476       15,444  
Total assets   $ 821,747     $ 937,739  
                 
Current liabilities                
Floor plan notes payable     357,832       446,783  
Revolving line of credit, current portion     10,000        
Other current liabilities     50,145       53,194  
Total current liabilities     417,977       499,977  
                 
Long-term liabilities                
Financing liability, non-current portion, net     90,722       91,401  
Revolving line of credit, non-current portion     39,500       49,500  
Long-term debt, non-current portion, net     27,860       28,075  
Related party debt, non-current portion, net     32,917       33,354  
Other long-term liabilities     21,052       22,242  
Total liabilities     630,028       724,549  
                 
Series A Convertible Preferred Stock     58,177       56,193  
Stockholders’ Equity     133,542       156,997  
Total liabilities and stockholders’ equity   $ 821,747     $ 937,739  

 

 

 

Condensed Consolidated Statements of Cash Flows

 

    Three Months Ended March 31,  
(In thousands)   2024     2023  
Operating Activities                
Net loss   $ (21,980 )   $ (276 )
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:                
Stock-based compensation     509       797  
Bad debt expense     58       7  
Depreciation and amortization of property and equipment     3,189       2,570  
Amortization of intangible assets     2,271       1,833  
Amortization of debt discount     74       91  
Non-cash operating lease (benefit) expense     (30 )     22  
Loss on sale of property and equipment     29        
Deferred income taxes     (5,032 )      
Change in fair value of warrant liabilities           (856 )
Impairment charges           538  
Changes in operating assets and liabilities:                
Receivables     (4,608 )     (3,359 )
Inventories     109,442       (33,650 )
Prepaid expenses and other     1,193       (2,766 )
Income tax receivable/payable     (1,612 )     (146 )
Other assets     (333 )     (603 )
Accounts payable, accrued expenses and other current liabilities     (2,930 )     6,966  
Total adjustments     102,220       (28,556 )
Net cash provided by (used in) operating activities   $ 80,240     $ (28,832 )

 

    Three Months Ended March 31,  
(In thousands)   2024     2023  
Net cash provided by (used in) operating activities, as reported   $ 80,240     $ (28,832 )
Net repayments on floor plan notes payable     (89,016 )     (6,495 )
Minus borrowings on floor plan notes payable associated with acquired new inventory           (4,271 )
Plus net increase to floor plan offset account   $       40,000  
Net cash (used in) provided by operating activities, as adjusted   $ (8,776 )   $ 402  

 

 

 

Reconciliation of Non-GAAP Measures

 

    Three Months Ended March 31, 2024  
($ in thousands, except per share amounts)   As reported     LIFO     Transaction costs     Severance and transition costs     Adjusted  
Costs applicable to revenue   $ 232,820     $ (126 )   $     $     $ 232,694  
Selling, general and administrative expenses     48,886             (557 )     (92 )     48,237  
(Loss) income from operations     (16,581 )     126       557       92       (15,806 )
(Loss) income before income taxes   $ (28,780 )   $ 126     $ 557     $ 92     $ (28,005 )
Income tax benefit (expense)     6,800       (31 )     (138 )     (23 )     6,608  
Net (loss) income   $ (21,980 )   $ 95     $ 419     $ 69     $ (21,397 )
Dividends on Series A Convertible Preferred Stock     (1,984 )                       (1,984 )
Net loss and comprehensive loss attributable to common stock and participating securities   $ (23,964 )   $ 95     $ 419     $ 69     $ (23,381 )
                                         
Diluted loss per share   $ (1.67 )                           $ (1.63 )
Shares used for diluted calculation     14,368,677                               14,368,677  

 

    Three Months Ended March 31, 2023  
($ in thousands, except per share amounts)   As reported     Gain on change in fair value of warrant liabilities     LIFO     Acquisition expense     Severance and transition costs     Impairment charge     Adjusted  
Costs applicable to revenue   $ 231,765     $     $ (1,311 )   $     $     $     $ 230,454  
Selling, general and administrative expenses     53,532                   (262 )     (653 )     (629 )     51,988  
Income from operations     5,956             1,311       262       653       629       8,811  
Gain on change in fair value of warrant liabilities     856       (856 )                              
(Loss) income before income taxes   $ (419 )   $ (856 )   $ 1,311     $ 262     $ 653     $ 629     $ 1,580  
Income tax benefit (expense)     143             (248 )     (50 )     (124 )     (119 )     (398 )
Net (loss) income   $ (276 )   $ (856 )   $ 1,063     $ 212     $ 529     $ 510     $ 1,182  
                                                         
Diluted (loss) per share   $ (0.17 )                                           $  
Shares used for diluted calculation     11,988,899                                               11,988,899