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Document and Entity Information - USD ($)	12 Months Ended
Document and Entity Information - USD ($)	Dec. 31, 2019	Mar. 30, 2020	Jun. 30, 2019
Document And Entity Information [Abstract]
Document Type	10-K
Document Period End Date	Dec. 31, 2019
Entity Registrant Name	XCel Brands, Inc.
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Public Float			$ 16,979,806
Entity Common Stock, Shares Outstanding		18,866,417
Entity Central Index Key	0001083220
Current Fiscal Year End Date	--12-31
Document Fiscal Period Focus	FY
Document Fiscal Year Focus	2019
Amendment Flag	false

Consolidated Balance Sheets - USD ($) $ in Thousands	Dec. 31, 2019	Dec. 31, 2018
Current Assets:
Cash and cash equivalents	$ 4,641	$ 8,837
Accounts receivable, net	10,622	11,010
Inventory	899	1,988
Prepaid expenses and other current assets	1,404	2,040
Total current assets	17,566	23,875
Property and equipment, net	3,666	3,202
Operating lease right-of-use assets	9,250
Trademarks and other intangibles, net	111,095	108,989
Restricted cash	1,109	1,482
Other assets	505	511
Total non-current assets	125,625	114,184
Total Assets	143,191	138,059
Current Liabilities:
Accounts payable, accrued expenses and other current liabilities	4,391	5,140
Accrued payroll	1,444	2,011
Current portion of accrued rent liability		690
Current portion of operating lease obligation	1,752
Current portion of long-term debt	2,250	5,325
Current portion of long-term debt, contingent obligations		2,950
Total current liabilities	9,837	16,116
Long-Term Liabilities:
Long-term portion of accrued rent liability		2,202
Long-term portion of operating lease obligation	9,773
Long-term debt, less current portion	16,571	11,300
Contingent obligation	900
Deferred tax liabilities, net	7,434	8,139
Other long-term liabilities	224	420
Total long-term liabilities	34,902	22,061
Total Liabilities	44,739	38,177
Commitments and Contingencies
Equity:
Preferred stock, $.001 par value, 1,000,000 shares authorized, none issued and outstanding	0	0
Common stock, $.001 par value, 50,000,000 shares authorized at December 31, 2019 and 2018, respectively, and 18,866,417 and 18,138,616 shares issued and outstanding at December 31, 2019 and 2018, respectively	19	18
Paid-in capital	101,736	100,097
Accumulated deficit	(3,659)	(233)
Total Xcel Brands, Inc. stockholders' equity	98,096	99,882
Noncontrolling interest	356
Total Equity	98,452	99,882
Total Liabilities and Equity	$ 143,191	$ 138,059

Consolidated Balance Sheets (Parenthetical) - $ / shares	Dec. 31, 2019	Dec. 31, 2018
Statement of Financial Position [Abstract]
Preferred stock, par value (in dollars per share)	$ 0.001	$ 0.001
Preferred stock, shares authorized	1,000,000	1,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, par value (in dollars per share)	$ 0.001	$ 0.001
Common stock, shares authorized	50,000,000	50,000,000
Common stock, shares issued	18,866,417	18,138,616
Common stock, shares outstanding	18,866,417	18,138,616

Consolidated Statements of Operations - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Net revenue	$ 41,727	$ 35,466
Cost of goods sold (sales)	10,272	2,702
Gross profit	31,455	32,764
Operating costs and expenses
Salaries, benefits and employment taxes	15,834	16,560
Other design and marketing costs	3,164	2,696
Other selling, general and administrative expenses	5,552	5,211
Costs in connection with potential acquisition	1,290
Facilities exit charge		799
Stock-based compensation	976	1,788
Depreciation and amortization	3,902	1,780
Intangible asset impairment	6,200
Total operating costs and expenses	36,918	28,834
Other income
Gain on reduction of contingent obligation	2,850
Total other income	2,850
Operating (loss) income	(2,613)	3,930
Interest and finance expense
Interest expense - term debt	1,211	912
Other interest and finance charges	74	99
Loss on extinguishment of debt	189
Total interest and finance expense	1,474	1,011
(Loss) income before income taxes	(4,087)	2,919
Income tax (benefit) provision	(642)	1,831
Net (loss) income	(3,445)	1,088
Less: Net (loss) income attributable to noncontrolling interest	(19)
Net (loss) income attributable to Xcel Brands, Inc. stockholders	$ (3,426)	$ 1,088
(Loss) earnings per share attributable to Xcel Brands, Inc. common stockholders:
Basic net (loss) income per share:	$ (0.18)	$ 0.06
Diluted net (loss) income per share:	$ (0.18)	$ 0.06
Weighted average number of common shares outstanding:
Basic weighted average common shares outstanding	18,857,657	18,280,788
Diluted weighted average common shares outstanding	18,857,657	18,281,638
License [Member]
Net revenue	$ 26,435	$ 31,190
Sales [Member]
Net revenue	$ 15,292	$ 4,276

Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands	Common Stock	Paid-in Capital	Retained Earnings (Accumulated Deficit).	Noncontrolling Interest	Total
Balances at Dec. 31, 2017	$ 18	$ 98,997	$ (1,321)		$ 97,694
Balances (in shares) at Dec. 31, 2017	18,318,961
Increase (Decrease) in Stockholders' Equity
Shares issued to employees in connection with restricted stock grants, net of forfeitures (in shares)	190,806
Compensation expense in connection with stock options and restricted stock		2,133			2,133
Shares repurchased including vested restricted stock in exchange for withholding taxes		(1,033)			(1,033)
Shares repurchased including vested restricted stock in exchange for withholding taxes (in shares)	(371,151)
Net (loss) income for the year ended			1,088		1,088
Balances at Dec. 31, 2018	$ 18	100,097	(233)		99,882
Balance (in shares) at Dec. 31, 2018	18,138,616
Increase (Decrease) in Stockholders' Equity
Shares issued to employees in connection with restricted stock grants, net of forfeitures (in shares)	60,000
Shares issued on exercise of stock options, net (in shares)	5,185
Compensation expense in connection with stock options and restricted stock		756			756
Shares repurchased including vested restricted stock in exchange for withholding taxes		(174)			(174)
Shares repurchased including vested restricted stock in exchange for withholding taxes (in shares)	(115,162)
Consolidation of Longaberger Licensing, LLC variable interest entity				$ 375	375
Net (loss) income for the year ended			(3,426)	(19)	(3,445)
Issuance of common stock in connection with the acquisition of Halston Heritage (in shares)	777,778
Issuance of common stock in connection with the acquisition of Halston Heritage	$ 1	1,057			1,058
Balances at Dec. 31, 2019	$ 19	$ 101,736	$ (3,659)	$ 356	$ 98,452
Balance (in shares) at Dec. 31, 2019	18,866,417

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Cash flows from operating activities
Net (loss) income	$ (3,445)	$ 1,088
Adjustments to reconcile net (loss) income to net cash provided by operating activities:
Depreciation and amortization expense	3,902	1,780
Intangible asset impairment	6,200
Amortization of deferred finance costs	146	169
Stock-based compensation	976	1,788
Amortization of note discount	16	41
Allowance for doubtful accounts	(50)	172
Loss on extinguishment of debt	189
Deferred income tax (benefit) provision	(705)	1,764
Gain on reduction of contingent obligation	(2,850)
Changes in operating assets and liabilities:
Accounts receivable	438	(2,653)
Inventory	1,089	(1,988)
Prepaid expenses and other assets	(59)	(373)
Accounts payable, accrued expenses and other current liabilities	(1,720)	4,638
Cash paid in excess of rent expense	(431)
Other liabilities	(196)	167
Net cash provided by operating activities	3,500	6,593
Cash flows from investing activities
Cash consideration for acquisition of Halston Heritage assets	(8,830)
Investment in Longaberger Licensing, LLC	(375)
Purchase of property and equipment	(1,133)	(1,476)
Net cash used in investing activities	(10,338)	(1,476)
Cash flows from financing activities
Shares repurchased including vested restricted stock in exchange for withholding taxes	(174)	(1,033)
Payment of deferred finance costs	(315)	0
Proceeds from long-term debt	7,500
Payment of long-term debt	(4,742)	(5,459)
Net cash provided by (used in) financing activities	2,269	(6,492)
Net decrease in cash, cash equivalents, and restricted cash	(4,569)	(1,375)
Cash, cash equivalents, and restricted cash at beginning of period	10,319	11,694
Cash, cash equivalents, and restricted cash at end of period	5,750	10,319
Reconciliation to amounts on consolidated balance sheets:
Cash and cash equivalents	4,641	8,837
Restricted cash	1,109	1,482
Total cash, cash equivalents, and restricted cash	10,319	11,694
Supplemental disclosure of non-cash activities:
Operating lease right-of-use asset	10,409
Operating lease obligation	13,210
Accrued rent offset to operating lease right-of-use assets	2,801
Settlement of seller note through offset to receivable	600
Settlement of contingent obligation through offset to note receivable	100	100
Issuance of common stock in connection with Halston Heritage assets acquisition	1,058
Contingent obligation related to acquisition of Halston Heritage assets at fair value	900
Liability for equity-based bonuses	220	(345)
Supplemental disclosure of cash flow information:
Cash paid during the period for income taxes	136	302
Cash paid during the period for interest	$ 1,176	$ 969

Nature of Operations, Background, and Basis of Presentation	12 Months Ended
	Dec. 31, 2019
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Nature of Operations, Background, and Basis of Presentation	1. Nature of Operations, Background, and Basis of Presentation Xcel Brands, Inc. (“Xcel” and, together with its subsidiaries, the “Company”) is a media and consumer products company engaged in the design, production, marketing, wholesale distribution, and direct-to-consumer sales of branded apparel, footwear, accessories, jewelry, home goods and other consumer products, and the acquisition of dynamic consumer lifestyle brands. The Company has developed a design, production, and supply chain capability driven by its proprietary integrated technology platform. Currently, the Company’s brand portfolio consists of the Isaac Mizrahi brand (the "Isaac Mizrahi Brand"), the Judith Ripka brand (the "Ripka Brand"), the Halston brands (the "Halston Brands"), the C Wonder brand (the "C Wonder Brand"), and other proprietary brands. The Company also manages the Longaberger brand (the “Longaberger Brand”) through its 50% ownership interest in Longaberger Licensing, LLC. The Company licenses its brands to third parties, provides certain design, production, marketing, and distribution services, and generates licensing and design fee revenues through contractual arrangements with manufacturers and retailers. This includes licensing its own brands for promotion and distribution through a ubiquitous-channel retail sales strategy, which includes distribution through interactive television, the internet, and traditional brick-and-mortar retail channels. In January 2018, the Company launched its jewelry wholesale and e-commerce operations and in November 2018, launched its apparel wholesale operations. The revenues related to these operations are presented separately from the Company’s licensing activities as "Net sales" and "Cost of goods sold (sales)" in the Consolidated Statements of Operations.

Summary of Significant Accounting Policies

12 Months Ended

Dec. 31, 2019

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

Principles of Consolidation

The consolidated financial statements include the accounts of Xcel, its wholly owned subsidiaries, and entities in which Xcel has a controlling financial interest as of and for the years ended December 31, 2019 (the "Current Year") and 2018 (the "Prior Year"). The consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and in accordance with the accounting rules under Regulation S-X, as promulgated by the Securities and Exchange Commission (“SEC”). All significant intercompany accounts and transactions have been eliminated in consolidation. and net earnings have been adjusted by the portion of operating results of consolidated entities attributable to noncontrolling interests.

Use of Estimates

The preparation of the consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period.

Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation, or set of circumstances that existed at the date of the consolidated financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. Accordingly, the actual results could differ significantly from estimates.

The Company deems the following items to require significant estimates from management:

Allowance for doubtful accounts;

Useful lives of trademarks;

Assumptions used in the valuation of intangible assets, including cash flow estimates for impairment analysis;

Black-Scholes option pricing model assumptions for stock option values;

Performance-based stock option expense recognition;

Incremental borrowing rate;

Inventory reserves; and

Valuation allowances and effective tax rate for tax purposes.

Reclassifications

Certain reclassifications have been made to Prior Year financial statements to conform to classifications used in the Current Year, including (i) the separate presentation on the balance sheet of current and long-term lease-related liabilities (previously included within accounts payable, accrued expenses other current liabilities, and other long-term liabilities, respectively) and (ii) the inclusion of deferred revenue within accounts payable, accrued expenses and other current liabilities on the balance sheet. These reclassifications had no impact on net income, stockholders’ equity, or cash flows as previously reported.

Cash and Cash Equivalents

The Company considers all highly liquid investments with original maturities of three months or less to be cash equivalents.

Accounts Receivable

Accounts receivable are reported net of the allowance for doubtful accounts. Allowance for doubtful accounts is based on the Company’s ongoing discussions with its licensees, wholesale and digital customers, and its evaluation of each customer’s payment history, account aging, and financial position. As of December 31, 2019 and 2018, the Company had $10.6 million and $11.0 million, respectively, of accounts receivable, net of allowances for doubtful accounts of approximately $0.2 million at December 31, 2019 and 2018. There is no earned revenue that has been accrued but not billed as of December 31, 2019 and 2018.

Inventory

Inventory is recorded at the lower of cost or net realizable value, with cost determined on a weighted average basis. The Company holds finished goods inventory for its e-commerce jewelry operations. Apparel and jewelry finished goods inventory is purchased to satisfy orders received from its wholesale operations. The Company periodically reviews the composition of its inventories in order to identify obsolete, slow-moving or otherwise non-saleable items. If non-saleable items are observed and there are no alternate uses for the inventories, the Company will record a write-down to net realizable value in the period that the decline in value is first recognized. Reserves for inventory shrinkage, representing the risk of physical loss of inventory, are estimated based on historical experience and are adjusted based upon physical inventory counts.

Property and Equipment

Furniture, equipment, and software are stated at cost less accumulated depreciation and amortization, and are depreciated using the straight-line method over their estimated useful lives, generally three (3) to seven (7) years. Leasehold improvements are amortized over the shorter of their estimated useful lives or the terms of the leases. Betterments and improvements are capitalized, while repairs and maintenance are expensed as incurred.

Trademarks and Other Intangible Assets

The Company follows Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 350, “Intangibles - Goodwill and Other.” Under this standard, goodwill and indefinite-lived intangible assets are not amortized, but are required to be assessed for impairment at least annually (the Company utilizes December 31 as its testing date) and when events occur or circumstances change that would more likely than not reduce the fair value of the asset below its carrying amount.

Indefinite-Lived Intangible Assets

The Company tests its indefinite-lived intangible assets for recovery in accordance with ASC‑820‑10‑55‑3F, which states that the income approach (“Income Approach”) converts future amounts (for example cash flows) to a single current (that is, discounted) amount. When the Income Approach is used, fair value measurement reflects current market expectations about those future amounts. The Income Approach is based on the present value of future earnings expected to be generated by a business or asset. Income projections for a future period are discounted at a rate commensurate with the degree of risk associated with future proceeds. A residual or terminal value is also added to the present value of the income to quantify the value of the business beyond the projection period. As such, recoverability of assets to be held and used is measured by a comparison of the carrying amount of the asset to its expected future discounted net cash flows. If the carrying amount of such assets is considered to be impaired, the impairment to be recognized is measured as the amount by which the carrying amount of the assets exceeds the recoverable amount of the assets.

As a result of performing its annual impairment testing as described above for the year ended December 31, 2019, the Company recorded a $6.2 million impairment related to the Ripka Brand trademarks, driven by the timing of the continued transition from a licensing model to a wholesale and direct to consumer model. No other impairment charges were recorded for the years ended December 31, 2019 and 2018.

Finite-Lived Intangible Assets

The Company’s finite-lived intangible assets, including Trademarks, are reviewed for impairment whenever events or changes in circumstances indicate that their carrying value may not be recoverable. An impairment loss is recognized if the carrying amount of a finite-lived intangible asset is not recoverable and its carrying amount exceeds its fair value. No impairment charges were recorded related to finite-lived intangible assets for the years ended December 31, 2019 and 2018.

With reference to finite-lived intangible assets impairment testing, the Company groups assets and liabilities at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities and evaluate the asset group against the sum of undiscounted future cash flows. If the undiscounted cash flows do not indicate the carrying amount of the asset is recoverable, an impairment charge is measured as the amount by which the carrying amount of the asset group exceeds its fair value based on undiscounted cash flows analysis or appraisals. The inputs utilized in the finite-lived intangible assets impairment analysis are classified as Level 3 inputs within the fair value hierarchy as defined in ASC Topic 820, “Fair Value Measurement.”

The Company’s finite-lived intangible assets are amortized over their estimated useful lives of four (4) to eighteen (18) years.

Restricted Cash

Restricted cash was $1.1 million and $1.5 million as of December 31, 2019 and 2018, respectively.

Restricted cash at both December 31, 2019 and 2018 included $1.1 million of cash deposited with Bank Hapoalim B.M. (“BHI”) as collateral for an irrevocable standby letter of credit associated with the lease of the Company’s current corporate office and operating facility at 1333 Broadway, New York City. Restricted cash at December 31, 2018 also included $0.4 million of cash held as a security deposit for the sublease of the Company’s former corporate offices by the Company to a third-party subtenant.

Investment in Unconsolidated Affiliate

The Company holds a limited partner ownership interest in an unconsolidated affiliate, which was entered into in 2016. This investment is accounted for in accordance with Accounting Standards Update (“ASU”) No. 2016‑01, "Financial Instruments – Overall (Subtopic 825‑10): "Recognition and Measurement of Financial Assets and Financial Liabilities," and is included within other assets on the Company’s consolidated balance sheets at December 31, 2019 and 2018. As of December 31, 2019 and 2018, the carrying value of this investment was $0.1 million. This investment does not have a readily determinable fair value and in accordance with ASC 820‑10‑35‑59, the investment is valued at cost, less impairment, plus or minus observable price changes of an identical or similar investment of the same issuer.

Note Receivable

The Company previously entered into a promissory note receivable from a certain key employee in the amount of $0.9 million. This note receivable bore interest at 5.1%, was due and payable in full on April 1, 2019, and was fully collateralized by various assets of the employee in which the Company had been granted a security interest. The note receivable was recorded at amortized cost, and was included within other assets on the Company’s consolidated balance sheet at December 31, 2018 with net carrying value of $0.9 million. The note receivable was satisfied on March 31, 2019, and as of December 31, 2019, there were no amounts remaining outstanding under the note.

Deferred Finance Costs

The Company incurred costs (primarily professional fees and lender underwriting fees) in connection with borrowings under the senior secured term loans. These costs have been deferred on the consolidated balance sheets as a reduction to the carrying value of the associated borrowings. Such costs are amortized as interest expense using the effective interest method.

Contingent Obligations

When accounting for asset acquisitions, if any contingent obligations exist and the fair value of the assets acquired is greater than the consideration paid, any contingent obligations are recognized and recorded as the positive difference between the fair value of the assets acquired and the consideration paid for the acquired assets.

When accounting for asset acquisitions, if any contingent obligations exist and the fair value of the assets acquired are equal to the consideration paid, any contingent obligations are recognized based upon the Company’s best estimate of the amount that will be paid to settle the liability.

The Company recorded contingent obligations in connection with the acquisition of the Judith Ripka Trademarks in 2014, the C Wonder Trademarks in 2015, and the Halston Heritage Trademarks in 2019. See Note 6 for additional information related to contingent obligations.

Under the applicable accounting guidance, the Company is required to carry such contingent liability balances on its consolidated balance sheet until the measurement period of the earn-out expires and all related contingencies have been resolved.

Revenue Recognition

The Company applies the guidance in ASC Topic 606, “Revenue from Contracts with Customers” to recognize revenue.

Licensing

The Company recognizes revenue continuously over time as it satisfies its continuous obligation of granting access to its licensed intellectual properties, which are deemed symbolic intellectual properties under the applicable revenue accounting guidance. Payments are typically due after sales have occurred and have been reported by the licensees or, where applicable, in accordance with minimum guaranteed payment provisions. The timing of performance obligations is typically consistent with the timing of payments, though there may be differences if contracts provide for advances or significant escalations of contractually guaranteed minimum payments. There were no such differences that would have a material impact on the Company’s consolidated balance sheets at December 31, 2019 and 2018. In accordance with ASC 606‑10‑55‑65, the Company recognizes revenue at the later of when (1) the subsequent sale or usage occurs or (2) the performance obligation to which some or all of the sales- or usage-based royalty has been allocated is satisfied (in whole or in part). More specifically, the Company separately identifies:

(i)

Contracts for which, based on experience, royalties are expected to exceed any applicable minimum guaranteed payments, and to which an output-based measure of progress based on the “right to invoice” practical expedient is applied because the royalties due for each period correlate directly with the value to the customer of the Company’s performance in each period (this approach is identified as “View A” by the FASB Revenue Recognition Transition Resource Group, “TRG”); and

(ii)

Contracts for which revenue is recognized based on minimum guaranteed payments using an appropriate measure of progress, in which minimum guaranteed payments are straight-lined over the term of the contract and recognized ratably based on the passage of time, and to which the royalty recognition constraint to the sales-based royalties in excess of minimum guaranteed is applied and such sales-based royalties are recognized to distinct period only when the minimum guaranteed is exceeded on a cumulative basis (this approach is identified as “View C” by the TRG).

The Company does not typically perform by transferring goods or services to customers before the customer pays consideration or before payment is due, thus the amounts of contract assets as defined by ASC 606‑10‑45‑3 were not material as of December 31, 2019 and 2018. The Company’s unconditional right to receive consideration based on the terms and conditions of licensing contracts is presented as accounts receivable on the accompanying consolidated balance. The Company typically does not receive consideration in advance of performance and, consequently, amounts of contract liabilities as defined by ASC 606‑10‑45‑2 were not material as of December 31, 2019 and 2018.

The Company does not disclose the amount attributable to unsatisfied or partially satisfied performance obligations for variable revenue contracts (identified under “View A” above) in accordance with the optional exemption allowed under ASC 606. The Company did not have any revenue recognized in the reporting period from performance obligations satisfied, or partially satisfied, in previous periods. Remaining minimum guaranteed payments for active contracts as of December 31, 2019 are expected to be recognized ratably in accordance with View C over the remaining term of each contract based on the passage of time and through December 2023.

Design Fees

The Company earns design fees for serving as a buying agent for apparel under private labels for retailers. As a buying agent, the Company utilizes its expertise and relationships with manufacturers to facilitate the production of private label apparel to customer specifications. The Company’s design fee revenue also includes fees charged for its design and product development services provided to certain suppliers. The Company satisfies its performance obligation to its customers by performing the services in buyer agency agreements and thereby earning its design fee at the point in time when the customer’s freight forwarder takes control of the goods. The Company satisfies its performance obligation with the suppliers and earns its design fee from the factory at the point in time when the customer’s freight forwarder takes control of the goods.

Wholesale Sales

The Company generates revenue through the design, sourcing, and sale of branded jewelry and apparel to both domestic and international customers who, in turn, sell the products to the consumer. The Company recognizes revenue when performance obligations identified under the terms of contracts with its customers are satisfied, which occurs upon the transfer of control of the merchandise in accordance with the contractual terms and conditions of the sale.

Direct to Consumer Sales

The Company’s revenue associated with its e-commerce jewelry is recognized at a point in time when product is shipped to the customer.

Advertising Costs

All costs associated with production for the Company’s advertising, marketing, and promotion are expensed during the periods when the activities take place. All other advertising costs, such as print and online media, are expensed when the advertisement occurs. The Company incurred $0.9 million in advertising and marketing costs for the year ended December 31, 2019 and $0.3 million for the year ended December 31, 2018.

Leases

As of and for the year ended December 31, 2018, total rental payments under operating leases that include scheduled payment increases and rent holidays were amortized on a straight-line basis over the term of the lease. Landlord allowances were amortized on a straight-line basis from the date of possession through the end of the lease term as a reduction of rent expense.

As of January 1, 2019, the Company adopted the new lease accounting guidance prescribed by ASU No. 2016-02. Refer to “Recently Adopted Accounting Pronouncements” below for a description of the Company’s accounting policies relative to leases as of and for the year ended December 31, 2019 under this new guidance.

Stock-Based Compensation

The Company accounts for stock-based compensation in accordance with ASC Topic 718, “Compensation - Stock Compensation,” by recognizing the fair value of stock-based compensation as an operating expense over the service period of the award or term of the corresponding contract, as applicable.

The fair value of stock options and warrants is estimated on the date of grant using the Black-Scholes option pricing model. The valuation determined by the Black-Scholes option pricing model is affected by the Company’s stock price as well as assumptions regarding a number of highly complex and subjective variables. These variables include, but are not limited to, expected stock price volatility over the terms of the awards, and actual and projected employee stock option exercise behaviors. The risk-free rate is based on the U.S. Treasury rate for the expected life at the time of grant, volatility is based on the average long-term implied volatilities of peer companies, and expected life is based on the estimated average life of options and warrants using the simplified method. The Company utilizes the simplified method to determine the expected life of the options and warrants due to insufficient exercise activity during recent years as a basis from which to estimate future exercise patterns. The expected dividend assumption is based on the Company’s history and expectation of dividend payouts.

Restricted stock awards are valued using the fair value of the Company’s stock at the date of grant.

The Company accounts for non-employee awards in accordance with ASU 2018-07, “Compensation – Stock Compensation (Topic 718) – Improvements to Nonemployee Share-Based Payment Accounting.” Such awards are measured at the grant date fair value of the equity instruments to be issued, and the Company recognizes compensation cost for grants to non-employees on a straight-line basis over the period of the grant.

The Company accounts for forfeitures as a reduction of compensation cost in the period when such forfeitures occur.

For stock option awards for which vesting is contingent upon the achievement of certain performance targets, the timing and amount of compensation expense recognized is based upon the Company’s projections and estimates of the relevant performance metric(s) until the time the performance obligation is satisfied.

Income Taxes

Current income taxes are based on the respective period’s taxable income for federal and state income tax reporting purposes. Deferred tax liabilities and assets are determined based on the difference between the financial statement and income tax bases of assets and liabilities, using enacted tax rates in effect for the year in which the differences are expected to reverse. A valuation allowance is required if, based on the weight of available evidence, it is more likely than not that some portion or all of the deferred tax assets will not be realized.

The Company applies the FASB guidance on accounting for uncertainty in income taxes, which prescribes a recognition threshold and measurement process for financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return, and also addresses derecognition, classification, interest, and penalties related to uncertain tax positions. The Company has no unrecognized tax benefits as of December 31, 2019 and 2018. Interest and penalties related to uncertain tax positions, if any, are recorded in income tax expense. Tax years that remain open for assessment for federal and state tax purposes include the years ended December 31, 2016 through December 31, 2019.

The income tax effects of changes in tax laws are recognized in the period when enacted.

Fair Value

ASC Topic 820, “Fair Value Measurements and Disclosures,” defines fair value and establishes a framework for measuring fair value under U.S. GAAP. The fair value of the Company’s financial assets and liabilities reflects management’s estimate of amounts that the Company would have received in connection with the sale of the assets or paid in connection with the transfer of the liabilities in an orderly transaction between market participants at the measurement date. In connection with measuring the fair value of the Company’s assets and liabilities, the Company seeks to maximize the use of observable inputs (market data obtained from independent sources) and to minimize the use of unobservable inputs (internal assumptions about how market participants would price assets and liabilities).

Fair Value of Financial Instruments

For certain of the Company’s financial instruments, including cash and cash equivalents, restricted cash, accounts receivable, and accounts payable, the carrying amounts approximate fair value due to the short-term maturities of these instruments. The carrying value of the promissory note receivable approximates fair value because the fixed interest rate approximates current market rates and in the instances it does not, the impact is not material. The carrying value of the Xcel Term Loan (as defined in Note 6) approximates fair value because the fixed interest rate approximates current market rates and in the instances it does not, the impact is not material. When debt interest rates are below market rates, the Company considers the discounted value of the difference of actual interest rates and its internal borrowing against the scheduled debt payments. The fair value of the Company’s cost method investment does not have a readily determinable fair value and in accordance with ASC 820‑10‑35‑59, the investment is valued at cost, less impairment, plus or minus observable price changes of an identical or similar investment of the same issuer.

Concentrations of Credit Risk

Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash and cash equivalents, restricted cash, accounts receivable, and notes receivable. The Company limits its credit risk with respect to cash by maintaining cash, cash equivalents, and restricted cash balances with high quality financial institutions. At times, the Company’s cash, cash equivalents, and restricted cash may exceed federally insured limits. Concentrations of credit risk with respect to accounts receivable are minimal due to the collection history and due to the nature of the Company’s royalty revenues. Generally, the Company does not require collateral or other security to support accounts receivable. Concentration of credit risk with respect to the promissory note receivable previously held by the Company was mitigated as it was fully collateralized by various assets in which the Company had been granted a security interest.

Earnings Per Share

Basic earnings per share is computed by dividing net income available to common stockholders by the weighted average number of common shares outstanding during the period, excluding the effects of any potentially dilutive securities. Diluted earnings per share reflect, in periods in which they have a dilutive effect, the effect of common shares issuable upon the exercise of stock options and warrants using the treasury stock method. The difference between basic and diluted weighted-average common shares results from the assumption that all dilutive stock options and warrants outstanding were exercised into common stock if the effect is not anti-dilutive.

Recently Issued Accounting Pronouncements

In August 2018, the FASB issued ASU No. 2018‑13, “Fair Value Measurement (Topic 820): Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurement.” This ASU adds, modifies, and removes several disclosure requirements relative to the three levels of inputs used to measure fair value in accordance with Topic 820, “Fair Value Measurement.” This guidance is effective for public companies for fiscal years beginning after December 15, 2019, with early adoption permitted. The Company is currently evaluating the new guidance to determine the impact the adoption of this guidance will have on the Company’s results of operations, cash flows, and financial condition.

In December 2019, the FASB issued ASU No. 2019-12, “Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes.” This ASU removes certain exceptions to the general principles in Topic 740, including, but not limited to, intraperiod tax allocations and interim period tax calculations. The ASU also provides additional clarification and guidance related to recognition of franchise taxes and changes in tax laws. This guidance is effective for public companies for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2020, with early adoption permitted. The Company is currently evaluating the new guidance to determine the impact the adoption of this guidance will have on the Company’s results of operations, cash flows, and financial condition.

Recently Adopted Accounting Pronouncements

The Company adopted ASU No. 2016-02, “Leases,” effective January 1, 2019, by applying the new guidance under the additional and alternative transition method allowed by ASU No. 2018-11, “Leases (Topic 842): Targeted Improvements.” The core principle of this standard is that an entity should recognize on its balance sheet assets and liabilities arising from a lease. In accordance with that principle, the new lease accounting guidance requires that a lessee recognize a liability to make future lease payments (the lease liability) and a right-of-use (“ROU”) asset representing its right to use the underlying leased asset for the lease term. As of January 1, 2019, the adoption resulted in the recognition of operating lease right-of-use ("ROU") assets of approximately $10.4 million, lease liabilities of approximately $13.2 million, and a decrease of approximately $2.8 million in accrued rent. The adoption of the new lease accounting guidance did not have an impact on the Company’s consolidated statement of operations, and had no impact on cash provided by or used in operating, financing, or investing activities in the Company's consolidated statement of cash flows.

The Company elected the available practical expedients under ASC 842-10-15-37 (thereby not separating lease components from non-lease components and instead accounting for all components as a single lease component) and ASC 842-10-65-1 (thereby, among other things, not reassessing lease classification), and implemented changes to its processes and methodologies related to leases to enable the preparation of financial information upon adoption and to allow for the correct identification, classification, and measurement of leases in accordance with the new guidance going forward.

The Company determines if an arrangement is a lease at inception. Operating lease ROU assets and lease liabilities are recognized at commencement date based on the present value of the remaining lease payments over the lease term. As most of the Company’s leases do not provide an implicit rate, the Company uses its incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments. The Company may use the implicit rate when readily determinable. Operating lease ROU assets also include scheduled lease payments made and initial direct costs, and exclude lease incentives and accrued rent. Lease terms may include options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option. Lease expense for operating lease payments is generally recognized on a straight-line basis over the lease term.

For real estate leases of office space, the Company accounts for the lease and non-lease components as a single lease component.

Variable lease payments that do not depend on an index or rate (such as real estate taxes and building insurance and lessee’s shares thereof), if any, are excluded from lease payments at lease commencement date for initial measurement. Subsequent to initial measurement, these variable payments are recognized when the event determining the amount of variable consideration to be paid occurs.

For leases with a term of 12 months or less, the Company does not recognize lease liabilities and ROU assets, but recognizes the lease payments in net income on a straight-line basis over the respective lease terms.

The Company recognizes income from subleases (in which the Company is the sublessor) on a straight-line basis over the term of the sublease, as a reduction to lease expense. See Note 9 for additional information related to the Company’s leases.

Acquisitions

12 Months Ended

Dec. 31, 2019

Asset Acquisitions [Abstract]

Acquisitions

3. Acquisitions

Acquisition of Halston Heritage Trademarks

On February 11, 2019 (the “Closing Date”), the Company and its wholly owned subsidiary, H Heritage Licensing, LLC, entered into an asset purchase agreement (the "Heritage Asset Purchase Agreement") with the H Company IP, LLC (the "Seller" or "HIP") and its parent, House of Halston LLC ("HOH"), pursuant to which the Company acquired certain assets of HIP, including the "Halston", "Halston Heritage", and "Roy Frowick" trademarks (collectively, the "Halston Heritage Trademarks") and other intellectual property rights relating thereto. Benjamin Malka, who was a director of the Company, is a 25% equity holder of HOH and former Chief Executive Officer of HOH.

Pursuant to the Heritage Asset Purchase Agreement, at closing, the Company delivered in escrow for HIP or its designees (collectively, the “Sellers”) an aggregate of $8.4 million in cash and 777,778 shares of the Company’s common stock valued at $1.1 million (the “Xcel Shares”), subject to a voting agreement and a lock-up agreement relating to the Xcel Shares and a consent and waiver agreement each in form satisfactory to Xcel within three months from the date of the Heritage Asset Purchase Agreement. Such agreements were executed and delivered to Xcel, and the Xcel Shares were issued and delivered to the Sellers.

In addition to the closing considerations, HIP is eligible to earn up to an aggregate of $6.0 million (the “Earn-Out Value”) through December 31, 2022 based on Excess Net Royalties. “Excess Net Royalties” during any calendar year for 2019 through 2022 (each, a “Royalty Target Year”) is equal to (a) the positive amount, if any, of the Net Royalties as calculated for such Royalty Target Year, less the greater of (i) One Million Five Hundred Thousand Dollars ($1.5 million), or (ii) the maximum Net Royalties for any previous Royalty Target Year. “Applicable Percentage” means (a) 50% of the first $10.0 million of Excess Net Royalties during the Earn-Out Period, (b) 20% of aggregate Excess Net Royalties during the Earn-Out Period greater than $10.0 million and up to $15.0 million and (c) 0% of aggregate Excess Net Royalties during the Earn-Out Period in excess of $15.0 million. The Earn-Out Consideration shall be payable in common stock of Xcel (the “Earn-Out Shares”); provided, however, that if the number of Earn-Out Shares, when combined with the number of Xcel Shares issued at the Closing Date, will exceed 4.99% of the aggregate number of shares of Xcel common stock outstanding as of the Closing Date (calculated in accordance with Nasdaq Rule 5635(a)) (the “Xcel Share Limit”), then Xcel may, in its sole and unfettered discretion, elect to (x) pay cash for the Earn-Out Value attributable to the Earn-Out Shares that would exceed the Xcel Share Limit; (y) solicit stockholder approval for the issuance of Earn-Out Shares in excess of the Xcel Share Limit in accordance with Nasdaq Rule 5635(a)(2) and, if such stockholder approval is obtained, issue such Earn-Out Shares to HIP; or (z) solicit stockholder approval for the issuance of Shares in excess of the Xcel Share Limit in accordance with Nasdaq Rule 5635(a)(2) and, if such stockholder approval is obtained, pay the applicable Earn-Out Consideration with a combination of cash and Earn-Out Shares.

The Halston Heritage Trademark acquisition was accounted for as an asset purchase. The aggregate purchase price has been allocated to the following assets based on the fair value of the assets on the date of acquisition:


($ in thousands)
Allocated to:
Trademarks	$	10,588
Halston archives		200
Total acquisition price	$	10,788

The Halston Heritage Trademarks have been determined by management to have a finite useful life, and accordingly, amortization is recorded in the Company’s consolidated statements of operations. The Halston Heritage Trademarks and archives are amortized on a straight-line basis over their expected useful lives of eighteen and seven years, respectively.

The following represents the aggregate purchase price of $10.8 million:


($ in thousands, except share amounts)
Cash	$	8,350
Fair value of Common Stock issued (777,778 shares)		1,058
Total direct initial consideration		9,408
Direct transaction expenses		480
Contingent obligation		900
Total consideration	$	10,788

Consolidation of Longaberger Licensing, LLC Variable Interest Entity and Acquisition of Longaberger Trademarks

On November 12, 2019, the Company entered into a limited liability company agreement (the “LLC Agreement”) with a subsidiary of Hilco Global for Longaberger Licensing, LLC (“LL”). Hilco Global became the sole Class A Member of LL, and Xcel became the sole Class B Member of LL. Each member committed to an initial capital contribution of $425,000 in return for a 50% equity ownership interest in LL, with each member actually contributing $375,000 upon execution of the LLC Agreement.

Simultaneously on November 12, 2019, Longaberger Licensing, LLC completed the acquisition of the Longaberger trademarks and other intellectual property rights relating thereto from the trustee for the Longaberger Company. The total purchase price for such assets was $750,000. No other assets or liabilities were acquired as part of this transaction, and the acquisition was accounted for as an asset purchase.

Based on an analysis of the contractual terms and rights contained in the related agreements, the Company determined that under the applicable accounting standards, LL is a variable interest entity and the Company has effective control over the entity. Therefore, as the primary beneficiary, the Company has consolidated LL as of November 12, 2019. Upon consolidation, the Company recognized $750,000 of intangible assets and a noncontrolling interest of $375,000.

The Longaberger trademarks have been determined by management to have a finite useful life, and accordingly, amortization is recorded in the Company’s consolidated statements of operations. The Longaberger trademarks are amortized on a straight-line basis over their expected useful life of fifteen (15) years.

Trademarks and Other Intangibles

12 Months Ended

Dec. 31, 2019

Goodwill and Intangible Assets Disclosure [Abstract]

Trademarks and Other Intangibles

4. Trademarks and Other Intangibles

Trademarks and other intangibles, net consist of the following:


	Weighted
	Average	December 31, 2019
	Amortization	Gross Carrying		Accumulated		Net Carrying
($ in thousands)	Period	Amount		Amortization		Amount
Trademarks (indefinite-lived)	n/a	$	62,900	$	—	$	62,900
Trademarks (finite-lived)	15 years		16,213		4,560		11,653
Trademarks (finite-lived)	18 years		38,194		2,067		36,127
Other intellectual property	7 years		762		428		334
Copyrights and other intellectual property	10 years		190		109		81
Total		$	118,259	$	7,164	$	111,095


	Weighted
	Average	December 31, 2018
	Amortization	Gross Carrying		Accumulated		Net Carrying
($ in thousands)	Period	Amount		Amortization		Amount
Trademarks (indefinite-lived)	n/a	$	96,707	$	—	$	96,707
Trademarks (finite-lived)	15 years		15,463		3,521		11,942
Other intellectual property	7 years		561		321		240
Copyrights and other intellectual property	10 years		190		90		100
Total		$	112,921	$	3,932	$	108,989

As of December 31, 2019, the Company recorded a non-cash impairment charge of $6.2 million related to the Ripka Brand trademarks, driven by the timing of the continued transition from a licensing model to a wholesale and direct to consumer model. No other intangible asset impairment charges were recorded for the years ended December 31, 2019 and 2018.

Amortization expense for intangible assets for the years ended December 31, 2019 and 2018 was approximately $3.2 million and $1.1 million, respectively.

The trademarks of the Isaac Mizrahi Brand and the Ripka Brand have been determined to have indefinite useful lives and accordingly, no amortization has been recorded for those intangible assets.

Effective January 1, 2019, and in consideration of the acquisition of the Halston and Halston Heritage trademarks in February 2019, the Company determined that the Halston brand, inclusive of all of its trademarks, including H Halston, and H by Halston, has a finite life of eighteen (18) years, and began amortizing those assets on a straight-line basis accordingly. Prior to January 1, 2019, the H Halston and H by Halston assets were considered indefinite-lived assets.

Estimated future amortization expense related to finite-lived intangible assets over the remaining useful lives is as follows:


($ in thousands)	Amortization
Year Ending December 31,	Expense
2020	$	3,334
2021		3,334
2022		3,334
2023		3,334
2024		3,320
Thereafter		31,539
Total	$	48,195

Significant Contracts

12 Months Ended

Dec. 31, 2019

Significant Contracts [Abstract]

Significant Contracts

5. Significant Contracts

QVC Agreements

Through its wholly owned subsidiaries, the Company has direct-to-retail license agreements with QVC, pursuant to which the Company designs, and QVC sources and sells, various products under the IsaacMizrahiLIVE brand, the Judith Ripka brand, and the H by Halston brand. These agreements include, respectively, the IM QVC Agreement, the Ripka QVC Agreement, and the H QVC Agreement (collectively, the “QVC Agreements”). QVC owns the rights to all designs produced under the QVC Agreements, and the QVC Agreements include the sale of products across various categories through QVC’s television media and related internet sites.

Pursuant to the agreements, the Company has granted to QVC and its affiliates the exclusive, worldwide right to promote the Company’s branded products, and the right to use and publish the related trademarks, service marks, copyrights, designs, logos, and other intellectual property rights owned, used, licensed, and/or developed by the Company, for varying terms as set forth below. The QVC Agreements include automatic renewal periods as detailed below unless terminated by either party.


	Current Term	Automatic	Xcel Commenced	QVC Product
Agreement	Expiry	Renewal	Brand with QVC	Launch
IM QVC Agreement	September 30, 2020	one-year period	September 2011	2010
Ripka QVC Agreement	March 31, 2020	one-year period	April 2014	1999
H QVC Agreement	December 31, 2022	three-year period	January 2015	2015

On March 31, 2020, the Ripka QVC Agreement was automatically renewed, as per the terms of the agreement, through March 31, 2021.

In connection with the foregoing and during the same periods, QVC and its subsidiaries have the exclusive, worldwide right to use the names, likenesses, images, voices, and performances of the Company’s spokespersons to promote the respective products. Under the IM QVC Agreement, IM Brands has also granted to QVC and its affiliates, during the same period, exclusive, worldwide rights to promote third-party vendor co-branded products that, in addition to bearing and being marketed in connection with the trademarks and logos of such third-party vendors, also bear or are marketed in connection with the IsaacMizrahiLIVE trademark and related logo.

Under the QVC Agreements, QVC is obligated to make payments to the Company on a quarterly basis, based primarily upon a percentage of the net retail sales of the specified branded products. Net retail sales are defined as the aggregate amount of all revenue generated through the sale of the specified branded products by QVC and its subsidiaries under the QVC Agreements, excluding freight, shipping and handling charges, customer returns, and sales, use, or other taxes.

Also, under the QVC Agreements, the Company will pay a royalty participation fee to QVC on revenue earned from the sale, license, consignment, or any other form of distribution of any products, bearing, marketed in connection with, or otherwise associated with the specified trademarks and brands.

Net revenue from QVC totaled $22.21 million and $25.63 million for the Current Year and Prior Year, respectively, representing approximately 53% and 72% of the Company’s total revenues, respectively. As of December 31, 2019 and 2018, the Company had receivables from QVC of $4.33 million and $5.68 million, representing approximately 41% and 52% of the Company’s accounts receivable, respectively. The December 31, 2019 and 2018 QVC receivables did not include any earned revenue accrued but not yet billed as of the respective balance sheet dates.

Debt and Other Long-term Liabilities

12 Months Ended

Dec. 31, 2019

Debt Disclosure [Abstract]

Debt and Other Long-term Liabilities

6. Debt and Other Long-term Liabilities

Debt

The Company’s net carrying amount of debt is comprised of the following:


	December 31,
($ in thousands)	2019		2018
Xcel Term Loan	$	19,000	$	15,500
Unamortized deferred finance costs related to term loan		(179)		(200)
IM Seller Note		—		742
Ripka Seller Note		—		583
Contingent obligation – JR Seller		—		100
Contingent obligation – CW Seller		—		2,850
Total		18,821		19,575
Current portion of long-term debt (i), (ii)		2,250		8,275
Long-term debt	$	16,571	$	11,300

(i)

The current portion of long-term debt presented on the consolidated balance sheet at December 31, 2019 consists of $2.25 million related to the Xcel Term Loan.

(ii)

The current portion of long-term debt presented on the consolidated balance sheet at December 31, 2018 includes (a) $4.0 million related to the Xcel Term Loan, (b) $0.74 million related to the IM Seller Note, (c) $2.95 million related to contingent obligations, and (d) 0.58 million related to the Ripka Seller Note.

Prior Xcel Term Loan

On February 26, 2016, the Company and its wholly owned subsidiaries, IM Brands, LLC, JR Licensing, LLC, H Licensing, LLC, C Wonder Licensing, LLC, Xcel Design Group, LLC, IMNY Retail Management, LLC, and IMNY E-Store, USA, LLC (each a “Guarantor” and collectively, the “Guarantors”), as Guarantors, entered into an amended and restated loan and security agreement (the “Loan Agreement”) with Bank Hapoalim B.M. as agent, and the financial institutions party thereto as lenders. The Loan Agreement amended and restated the previous IM Term Loan, JR Term Loan, and H Term Loan. Pursuant to the Loan Agreement, Xcel assumed the obligations of each of IM Brands, LLC, JR Licensing, LLC, and H Licensing, LLC under the respective term loans with BHI in the aggregate principal amount of $27.9 million (the loan under the Loan Agreement is referred to as the “Xcel Term Loan”). The Xcel Term Loan was due to mature on January 1, 2021. Principal on the Xcel Term Loan was payable in quarterly installments on each of January 1, April 1, July 1 and October 1.

The Xcel Term Loan was amended in February 2017 and again in June 2017. Under these amendments, principal payments for the year ended December 31, 2017 were increased by a total of $0.8 million, principal payments for the year ended December 31, 2019 were increased by a total of $1.0 million, and principal payments for the year ending December 31, 2021 were decreased by $1.8 million. In addition, the minimum EBITDA (as defined in the Loan Agreement) requirement for the year ended December 31, 2017 was changed from $9.0 million to $7.0 million, and the minimum EBITDA requirements for the years ended December 31, 2018 and 2019 were changed from $9.0 million to $8.0 million, respectively. There were no changes to the total principal balance, interest rate, maturity date, or other terms of the Loan Agreement. Management assessed and determined that these amendments represented debt modifications and, accordingly, no gain or loss was recorded.

Second Amended and Restated Xcel Term Loan

On February 11, 2019, concurrent with the Closing Date of the acquisition of the Halston Heritage Brands (see Note 3), the Company entered into an amended loan agreement with BHI (the “Second Amended and Restated Loan and Security Agreement”), which amended and restated the Prior Xcel Term Loan. Immediately prior to February 11, 2019, the aggregate principal amount of the Prior Xcel Term loan was $14.5 million. Pursuant to the Loan Agreement, the Lenders have extended to Xcel an additional term loan in the amount of $7.5 million, such that, as of February 11, 2019, the aggregate outstanding balance of all the term loans extended by BHI to Xcel was $22.0 million, which amount has been divided under the Loan Agreement into two term loans: (1) a term loan in the amount of $7.3 million (“Term Loan A”) and (2) a term loan in the amount of $14.7 million (“Term Loan B” and, together with Term Loan A, the “Term Loans”). The proceeds of the additional term loan were used to finance the Halston Heritage Brands acquisition described in Note 3.

The terms and conditions of the Second Amended and Restated Xcel Term Loan resulted in significantly different debt service payment requirements, compared with the Prior Xcel Term Loan, including an increase of $7.5 million in the principal balance, and related changes to the timing and amount of principal payments, as well as changes in the interest rate. Management assessed and determined that this amendment resulted in an extinguishment of debt and recognized a loss of $0.2 million (consisting of unamortized deferred finance costs) during the year ended December 31, 2019.

The Second Amended and Restated Loan and Security Agreement also contemplates that BHI, or their affiliates (collectively, the “Lenders”) can provide to Xcel a revolving loan facility and a letter of credit facility, the terms of each of which shall be agreed to by Xcel and the Lenders. Amounts advanced under the revolving loan facility (the “Revolving Loans”) will be used for the purpose of consummating acquisitions by Xcel or its subsidiaries that are or become parties to the Second Amended and Restated Loan and Security Agreement. Xcel will have the right to convert Revolving Loans to incremental term loans (the “Incremental Term Loans”) in minimum amounts of $5.0 million. The Company has not drawn down any funds under either the revolving loan facility or letter of credit facility.

The Term Loans mature on December 31, 2023, Incremental Term Loans shall mature on the date set forth in the applicable term note, and Revolving Loans and the letter of credit facility shall mature on such date as agreed upon by Xcel and the Lenders. Any letter of credit issued under Second Amended and Restated Loan and Security Agreement shall terminate no later than one year following the date of issuance thereof.

On April 13, 2020, the Company further amended its Second Amended and Restated Loan and Security Agreement with BHI. Under this amendment, the quarterly installment payment due March 31, 2020 was deferred, and the amounts of the quarterly installment payments due throughout the remainder of 2020 were reduced, while the amount of principal to be repaid through variable payments based on excess cash flow was increased. In addition, there were multiple changes and waivers to the various financial covenants. Further, this amendment permits Xcel to incur unsecured debt through the Paycheck Protection Program (“PPP”) under the Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”), and excludes any associated PPP debt and debt service from the covenant calculations. There were no changes to the total principal balance, interest rate, or maturity date.

Principal on the Xcel Term Loan, as amended, is payable in fixed installments as follows:


($ in thousands)
Installment Payment Dates	Amount
June 30, 2020, September 30, 2020, and December 31, 2020	$	750

March 31, 2021, June 30, 2021, September 30, 2021, and December 31, 2021	$	1,125

April 30, 2021	$	750

March 31, 2022, June 30, 2022, September 30, 2022, and December 31, 2022	$	1,125

March 31, 2023, June 30, 2023, September 30, 2023, and December 31, 2023	$	1,250

In addition to the fixed installments outlined above, commencing with the fiscal quarter ended March 31, 2021, the Company is required to repay a portion of the Xcel Term Loan in an amount equal to 50% of the excess cash flow for the fiscal quarter, provided that no early termination fee shall be payable with respect to any such payment. Excess cash flow means, for any period, cash flow from operations (before certain permitted distributions) less (i) capital expenditures not made through the incurrence of indebtedness, (ii) all cash principal paid or payable during such period, and (iii) all dividends declared and paid (or which could have been declared and paid) during such period to equity holders of any credit party treated as a disregarded entity for tax purposes. To the extent that the cumulative amount of such variable repayments made is less than $2.00 million as of March 31, 2022, any such shortfall must be repaid at that date.

Thus, the aggregate remaining annual principal payments under the Xcel Term Loan are as follows:


	Amount of
($ in thousands)	Principal
Year Ending December 31,	Payment
2020	$	2,250
2021		5,250
2022		6,500
2023		5,000
Total	$	19,000

Xcel has the right to prepay the Term Loans, Incremental Term Loans, Revolving Loans, and obligations with respect to letters of credit and accrued and unpaid interest thereon and to terminate the Lenders’ obligations to make Revolving Loans and issue letters of credit, provided that any prepayment of less than all of the outstanding balances of the Term Loans and Incremental Term Loans shall be applied to the remaining amounts due in inverse order of maturity.

If any Term Loan or any Incremental Term Loan is prepaid on or prior to the third anniversary of the Closing Date (including as a result of an event of default), Xcel shall pay an early termination fee as follows: an amount equal to the principal amount of the Term Loan or Incremental Term Loan, as applicable, being prepaid, multiplied by: (i) two percent (2.00%) if any of Term Loan B or any Incremental Term Loan is prepaid on or before the second anniversary of the later of the Closing Date or the date such Incremental Term Loan was made, as applicable; (ii) one percent (1.00%) if any of Term Loan A is prepaid on or before the second anniversary of the Closing Date; (iii) one percent (1.00%) if any of Term Loan B or any Incremental Term Loan is prepaid after the second anniversary of the later of the Closing Date or such Incremental Term Loan was made, as applicable, but on or before the third anniversary of such date; (iv) one-half of one percent (0.50%) if any of Term Loan A is prepaid after the second anniversary of the Closing Date, but on or before the third anniversary of such date; or (v) zero percent (0.00%) if any Term Loan or any Incremental Term Loan is prepaid after the third anniversary of the later of the Closing Date or the date such Incremental Term Loan was made, as applicable.

Notwithstanding the above, Xcel may make a voluntary prepayment of up to $0.75 million without any early termination fees, after any PPP loan proceeds have been received by the Company. Any such prepayment would be applied against the April 30, 2021 fixed installment payment and would be excluded from the computation of excess cash flows.

Xcel’s obligations under the Xcel Term Loan are guaranteed by and secured by all of the assets of Xcel and its wholly owned subsidiaries, as well as any subsidiary formed or acquired that becomes a credit party to the Xcel Term Loan agreement (the “Guarantors”) and, subject to certain limitations contained in Xcel Term Loan, equity interests of the Guarantors. Xcel also granted the Lenders a right of first offer to finance any acquisition for which the consideration will be paid other than by cash of Xcel or by the issuance of equity interest of Xcel.

The Amended Loan Agreement contains customary covenants, including reporting requirements, trademark preservation, and the following financial covenants of the Company (on a consolidated basis with the Guarantors under the Second Amended and Restated Loan and Security Agreement):

net worth of at least $90.0 million at the end of each fiscal quarter;

liquid assets of at least $3.25 million through the earlier of December 31, 2020 or such time as any PPP loan proceeds are received by the Company, at least $4.0 million through December 31, 2020 provided that PPP loan proceeds have been received by the Company, and at least $5.0 million thereafter;

EBITDA shall not be less than $6.8 million for the fiscal year ended December 31, 2019, $5.0 million for the twelve fiscal month period ending March 31, 2020, and $4.8 million for the twelve fiscal month period ending June 30, 2020;

the fixed charge coverage ratio for the twelve fiscal month period ending at the end of each fiscal quarter shall not be less than the ratio set forth below:


Fiscal Quarter End		Fixed Charge Coverage Ratio
September 30, 2020		1.00 to 1.00
December 31, 2020, March 31, 2021, June 30, 2021, September 30, 2021, December 31, 2021 and thereafter		1.10 to 1.00

capital expenditures (excluding any capitalized compensation costs) shall not exceed $1.7 million for the fiscal year ended December 31, 2018; $0.7 million for the fiscal year ended December 31, 2019; $1.6 million for the fiscal year ending December 31, 2020, and $0.7 million for any fiscal year beginning after December 31, 2020; and

the leverage ratio for the twelve fiscal month period ending at the end of each fiscal period set forth below shall not exceed the ratio set forth below:


Fiscal Period		Maximum Leverage Ratio
December 31, 2018		2.90 to 1.00
June 30, 2020		4.25 to 1.00
September 30, 2020		3.50 to 1.00
December 31, 2020		2.75 to 1.00
March 31, 2021, June 30, 2021 and September 30, 2021		1.70 to 1.00
December 31, 2021 and each Fiscal Quarter end thereafter		1.50 to 1.00

The Company was in compliance with all applicable covenants under the Amended and Restated Loan and Security Agreement as of and for the fiscal year ended December 31, 2019.

In connection with the February 11, 2019 refinancing transaction, the Company incurred fees to or on behalf of BHI of approximately $0.3 million during the year ended December 31, 2019. These fees have been deferred on the consolidated balance sheets as a reduction to the carrying value of the Xcel Term Loan, and are being amortized to interest expense over the term of the Term Loan using the effective interest method. The current effective interest rate on the Second Amended and Restated Loan and Security Agreement is equal to approximately 6.65%.

Interest on Term Loan A accrues at a fixed rate of 5.1% per annum and is payable on each day on which the scheduled principal payments on Term Loans are required to be made. Interest on Term Loan B accrues at a fixed rate of 6.25% per annum and is payable on each day on which the scheduled principal payments on Term Loans are required to be made. Interest on the Revolving Loans will accrue at either the Base Rate or LIBOR, as elected by Xcel, plus a margin to be agreed to by Xcel and the Lenders and will be payable on the first day of each month. Base Rate is defined in the Xcel Term Loan agreement as the greater of (a) BHI’s stated prime rate or (b) 2.00% per annum plus the overnight federal funds rate published by the Federal Reserve Bank of New York. Interest on the Incremental Term Loans will accrue at rates to be agreed to by Xcel and the Lenders and will be payable on each day on which the scheduled principal payments under the applicable note are required to be made.

For the Current Year and Prior Year, the Company incurred interest expense of approximately $1.2 million and $0.9 million, respectively, related to term loan debt.

IM Seller Note

On September 29, 2011, as part of the consideration for the purchase of the Isaac Mizrahi Business, the Company issued to IM Ready-Made, LLC a promissory note in the principal amount of $7.4 million (as amended, the “IM Seller Note”). The stated interest rate of the IM Seller Note was 0.25% per annum. Management determined that this rate was below the Company’s expected borrowing rate, which was then estimated at 9.25% per annum. Therefore, the Company discounted the IM Seller Note by $1.7 million using a 9.0% imputed annual interest rate, resulting in an initial value of $5.6 million. In addition, on September 29, 2011, the Company prepaid $0.1 million of interest on the IM Seller Note. The imputed interest amount was amortized over the term of the IM Seller Note and recorded as other interest and finance expense on the Company’s consolidated statements of operations.

On December 24, 2013, the IM Seller Note was amended to (1) revise the maturity date to September 30, 2016, (2) revise the date to which the maturity date may be extended to September 30, 2018, (3) provide the Company with a prepayment right with its common stock, subject to remitting in cash certain required cash payments and a minimum common stock price of $4.50 per share, and (4) require interim scheduled payments. The amendment included a partial repayment of $1.5 million of principal.

On September 19, 2016, the IM Seller Note was further amended and restated to (1) revise the maturity date to March 31, 2019, (2) require six semi-annual principal and interest installment payments of $0.8 million, commencing on September 30, 2016 and ending on March 31, 2019, (3) revise the stated interest rate to 2.236% per annum, (4) allow for optional prepayments at any time at the Company’s discretion without premium or penalty, and (5) require that all payments of principal and interest be made in cash. Management assessed and determined that this amendment represented a debt modification and, accordingly, no gain or loss was recorded.

On March 31, 2019, the Company paid the final installment of $750,000 under the IM Seller Note, and no amounts remain outstanding under the IM Seller Note as of December 31, 2019.

For the years ended December 31, 2019 and 2018, the Company incurred interest expense of approximately $4,000 and $33,000, respectively under the IM Seller Note, which consisted solely of amortization of the discount on the IM Seller Note.

Ripka Seller Notes

As of December 31, 2018, the Company had a note payable of approximately $0.58 million relating to the acquisition of the Judith Ripka assets (the "Ripka Seller Note"). Separately, the Company held a promissory note receivable due from the sellers of the Judith Ripka assets (the "Ripka Sellers") with a maturity date of March 31, 2019. On March 31, 2019, the Company agreed to net its note receivable due from the Ripka Sellers of approximately $0.9 million against the Ripka Seller Note of $0.6 million and the remaining Ripka Earn-Out of $0.1 million (see below). As of December 31, 2019, there were no amounts remaining outstanding under the Ripka Seller Note.

For the years ended December 31, 2019 and 2018, the Company incurred interest expense of approximately $16,000 and $41,000, respectively, which consisted solely of amortization of the discount on the Ripka Seller Notes.

Contingent Obligation – JR Seller (Ripka Earn-Out)

In connection with the asset purchase of the Ripka Brand in 2014, the Company agreed to pay the sellers of the Ripka brand additional consideration of up to $5.0 million in aggregate (the “Ripka Earn-Out”), payable in cash or shares of the Company’s common stock based on the fair value of the Company’s common stock at the time of payment, and with a floor of $7.00 per share, based on the Ripka Brand achieving in excess of $1.0 million of net royalty income (excluding revenues generated by interactive television sales) during each of the 12‑month periods ending on October 1, 2016, 2017 and 2018, less the sum of all earn-out payments for any prior earn-out period. The Ripka Earn-Out was recorded at a value of $3.8 million based on the difference between the fair value of the acquired assets of the Ripka Brand at the acquisition date and the total consideration paid. In accordance with ASC Topic 480, the Ripka Earn-Out obligation was classified as a liability in the accompanying consolidated balance sheets because of the variable number of shares payable under the agreement.

On December 21, 2016, the Company entered into an agreement with the sellers of the Ripka Brand which amended the terms of the Ripka Earn-Out, such that the maximum amount of earn-out consideration was reduced to $0.4 million, of which $0.2 million was payable in cash upon execution of the amendment, and $0.1 million was payable in cash on each of May 15, 2018 and 2019. The payment of the remaining future payments of $0.2 million under the Ripka Earn-Out was contingent upon the Ripka Brand achieving at least $6.0 million of net royalty income from QVC during each of the 12‑month periods ending on March 31, 2018 and 2019.

On May 15, 2018 the Company settled the $0.1 million earn-out due by reducing the principal amount owed by Judith Ripka to the Company under a promissory note receivable. As of December 31, 2018, the remaining balance of the Ripka Earn-Out was $0.1 million.

On March 31, 2019, the Company satisfied the remaining Ripka Earn-Out balance of $0.1 million by off-setting the amount against the aforementioned promissory note receivable. As of December 31, 2019, there were no amounts remaining outstanding under the Ripka Earn-Out.

Contingent Obligation – CW Seller (C Wonder Earn-Out)

In connection with the asset purchase of the C Wonder Brand, the Company agreed to pay the seller additional consideration, which would be payable, if at all, in cash or shares of common stock of the Company, at the Company’s sole discretion, after June 30, 2019, with a value based on the royalties related directly to the assets the Company acquired pursuant to the purchase agreement. The value of the earn-out was to be calculated as the positive amount, if any, of (i) two times (A) the maximum net royalties as calculated for any single twelve month period commencing on July 1 and ending on June 30 between the closing date and June 30, 2019 (each, a “Royalty Target Year”) less (B) $4.0 million, plus (ii) two times the maximum royalty determined based on a percentage of retail and wholesale sales of C Wonder branded products by the Company as calculated for any single Royalty Target Year. The C Wonder Earn-Out of $2.85 million, which was calculated at the asset acquisition date, was recorded in the current portion of long-term debt in the accompanying consolidated balance sheet as of December 31, 2018.

Under the applicable accounting guidance, the Company was required to carry such contingent liability balance on its consolidated balance sheet until the measurement period of the earn-out expired and all related contingencies had been resolved. The final Royalty Target Year ended on June 30, 2019, and the seller ultimately did not earn any additional consideration based on the formula set forth above. As such, during the year ended December 31, 2019, the Company recorded a $2.85 million gain on the reduction of contingent obligations in the accompanying consolidated statements of operations. As of December 31, 2019, there were no amounts remaining under the C Wonder Earn-Out.

Other Long-Term Liabilities

Other long-term liabilities consist of the Company’s obligations to subtenants for security deposits under sublease arrangements, which were $0.2 million and $0.4 million as of December 31, 2019 and 2018, respectively.

Stockholders' Equity

12 Months Ended

Dec. 31, 2019

Stockholders' Equity Note [Abstract]

Stockholders' Equity

7. Stockholders’ Equity

The Company has authority to issue up to 51,000,000 shares, consisting of 50,000,000 shares of common stock and 1,000,000 shares of preferred stock.

2011 Equity Incentive Plan

The Company’s 2011 Equity Incentive Plan, as amended and restated (the “Plan”), is designed and utilized to enable the Company to provide its employees, officers, directors, consultants and others whose past, present and/or potential contributions to the Company have been, are or will be important to the success of the Company, an opportunity to acquire a proprietary interest in the Company. A total of 13,000,000 shares of common stock are eligible for issuance under the Plan. The Plan provides for the grant of any or all of the following types of awards: stock options, restricted stock, deferred stock, stock appreciation rights, and other stock-based awards. The Plan is administered by the Company’s Board of Directors, or, at the Board’s discretion, a committee of the Board.

Stock Options

Options granted under the Plan expire at various times – either five, seven, or ten years from the date of grant, depending on the particular grant.

A summary of the Company’s stock option activity for the Current Year is as follows:


				Weighted
				Average
		Weighted		Remaining
		Average		Contractual	Aggregate
	Number of	Exercise		Life	Intrinsic
	Options	Price		(in Years)	Value
Outstanding at January 1, 2019	3,257,875	$	5.44	3.19	$	—
Granted	4,263,000		1.84
Canceled	—		—
Exercised	(7,500)		1.73
Expired/Forfeited	(290,750)		5.08
Outstanding at December 31, 2019, and expected to vest	7,222,625	$	3.33	5.82	$	—
Exercisable at December 31, 2019	2,671,125	$	5.11	1.95	$	—

Current Year stock option grants were as follows:

On January 1, 2019, the Company granted options to purchase 250,000 shares of common stock to a certain key employee. The exercise price is $3.00 per share, and the vesting of such options is dependent upon the Company achieving certain 12-month sales targets through December 31, 2021.

On February 27, 2019, the Company granted options to purchase 2,578,947 shares of common stock to Robert W. D’Loren, the Company’s Chief Executive Officer. The exercise price is $1.70 per share, and the vesting of such options is dependent upon the Company’s common stock achieving certain stock trading prices for a minimum of ten (10) trading days (the "Target Prices"). The vesting of 736,842 shares occur if the Target Prices are equal to or greater than $3.00 per share; 626,316 shares vest if the Target Price is equal to or greater than $5.00 per share; 515,789 shares vest if the Target Price is equal to or greater than $7.00 per share; 405,263 shares vest if the Target Price is equal to or greater than $9.00 per share; and 294,737 shares vest if the Target Price is equal to or greater than $11.00 per share. The options are exercisable until February 27, 2029. As of December 31, 2019, none of the aforementioned Target Price thresholds have been met, and therefore, none of these options have vested.

On February 27, 2019, the Company granted options to purchase 552,632 shares of common stock to James F. Haran, the Company’s Chief Financial Officer. The exercise price is $1.70 per share, and the vesting of such options is dependent upon the Company’s common stock achieving certain stock trading prices for a minimum of ten (10) trading days (the "Target Prices"). The vesting of 157,895 shares occur if the Target Prices are equal to or greater than $3.00 per share; 134,211 shares vest if the Target Price is equal to or greater than $5.00 per share; 110,526 shares vest if the Target Price is equal to or greater than $7.00 per share; 86,842 shares vest if the Target Price is equal to or greater than $9.00 per share; and 63,158 shares vest if the Target Price is equal to or greater than $11.00 per share. The options are exercisable until February 27, 2029. As of December 31, 2019, none of the aforementioned Target Price thresholds have been met, and therefore, none of these options have vested.

On February 27, 2019, the Company granted options to purchase 368,421 shares of common stock to Seth Burroughs, an officer of the Company. The exercise price is $1.70 per share, and the vesting of such options is dependent upon the Company’s common stock achieving certain stock trading prices for a minimum of ten (10) trading days (the "Target Prices"). The vesting of 105,263 shares occur if the Target Prices are equal to or greater than $3.00 per share; 89,474 shares vest if the Target Price is equal to or greater than $5.00 per share; 73,684 shares vest if the Target Price is equal to or greater than $7.00 per share; 57,895 shares vest if the Target Price is equal to or greater than $9.00; and 42,105 shares vest if the Target Price is equal to or greater than $11.00 per share. The options are exercisable until February 27, 2029. As of December 31, 2019, none of the aforementioned Target Price thresholds have been met, and therefore, none of these options have vested.

On March 13, 2019, the Company granted options to purchase an aggregate of 154,000 shares of common stock to various employees. The exercise price of the options is $1.73 per share, and all options vested immediately on the date of grant.

On March 15, 2019, the Company granted options to purchase 50,000 shares of common stock to a certain key employee. The exercise price of the options is $5.50 per share, and all options vested immediately on the date of grant.

On April 1, 2019, the Company granted options to purchase an aggregate of 150,000 shares of common stock to non-management directors. The exercise price of the options is $1.70 per share, and 50% of the options shall vest on each of April 1, 2020 and April 1, 2021.

On April 15, 2019, the Company granted options to purchase an aggregate of 24,000 shares of common stock to certain employees. The exercise price of the options is $1.40 per share, and 50% of the options shall vest on each of April 15, 2020 and April 15, 2021.

On May 1, 2019, the Company granted options to purchase 10,000 shares of common stock to an employee. The exercise price of the options is $1.38 per share, and 50% of the options shall vest on each of May 1, 2020 and May 1, 2021.

On September 1, 2019, the Company granted options to purchase 15,000 shares of common stock to an employee. The exercise price of the options is $1.59 per share, and one-third of the options shall vest on each of September 1, 2020, September 1, 2021, and September 1, 2022.

On October 1, 2019, the Company granted options to purchase 100,000 shares of common stock to an employee. The exercise price of the options is $1.77 per share, and one-third of the options shall vest on each of October 1, 2020, October 1, 2021, and October 1, 2022.

On October 31, 2019, the Company granted options to purchase 10,000 shares of common stock to an employee. The exercise price of the options is $1.72 per share, and one-third of the options shall vest on each of October 31, 2020, October 31, 2021, and October 31, 2022.

Prior Year stock option grants were as follows:

On March 30, 2018, the Company granted options to purchase an aggregate of 50,000 shares of common stock to a certain key employee. The exercise price of the options is $5.50 per share, and all options vested immediately on the date of grant.

On April 2, 2018, the Company granted options to purchase an aggregate of 150,000 shares of common stock to non-management directors. The exercise price of the options is $3.00 per share, and 50% of the options vest on each of April 2, 2019 and April 2, 2020.

On October 15, 2018, the Company granted options to purchase an aggregate of 15,000 shares of common stock to a certain key employee. The exercise price of the options is $2.04 per share, and one-third of the options vest on each of October 15, 2019, October 15, 2020, and October 15, 2021.

On November 21, 2018, the Company granted options to purchase an aggregate of 35,000 shares of common stock to a certain key employee. The exercise price of the options is $2.25 per share, and 50% of the options vest on each of September 30, 2019 and September 30, 2020.

The fair value of the options granted was estimated at the date of grant using the Black-Scholes option pricing model with the following assumptions:


	Year Ended December 31,
	2019		2018
Expected Volatility	20.69 – 26.21		20.91 – 29.65
Expected Dividend Yield	—	%	—	%
Expected Life (Term, in years)	2.5 – 3.5		2.5 – 3.5
Risk-Free Interest Rate	1.51 – 2.48	%	2.33 – 2.96	%

Compensation expense related to stock options for the Current Year and Prior Year was approximately $0.5 million and $1.1 million, respectively. Total unrecognized compensation expense related to unvested stock options at December 31, 2019 amounts to approximately $0.3 million and is expected to be recognized over a weighted average period of 1.96 years.

The following table summarizes the Company’s stock option activity for non-vested options for the current year:


		Weighted
		Average
	Number of	Grant Date
	Options	Fair Value
Balance at January 1, 2019	1,481,079	$	1.23
Granted	4,263,000		0.03
Vested	(1,124,914)		0.94
Forfeited or Canceled	(67,665)		0.99
Balance at December 31, 2019	4,551,500	$	0.18

Warrants

Warrants granted by the Company expire at various times – either five, seven, or ten years from the date of grant, depending on the particular grant.

A summary of the Company’s warrant activity for the Current Year is as follows:


				Weighted
				Average
		Weighted		Remaining
		Average		Contractual	Aggregate
	Number of	Exercise		Life	Intrinsic
	Warrants	Price		(in Years)	Value
Outstanding and exercisable at January 1, 2019	1,214,815	$	9.32	1.66	$	—
Granted	115,000		3.17
Canceled	—		—
Exercised	—		—
Expired/Forfeited	(750,000)		12.00
Outstanding and exercisable at December 31, 2019	579,815	$	4.63	2.32	$	—

On July 18, 2019, the Company granted warrants to purchase an aggregate of 115,000 shares of common stock. The exercise price of the warrants is $3.17 per share, and one-third of the options vested on each of July 25, 2019, August 24, 2019, and September 23, 2019.

The Company did not grant any warrants to purchase shares of common stock during the Prior Year.

Compensation expense related to warrants was approximately $14,000 in the Current Year. No compensation expense was recorded in the Prior Year related to warrants.

Restricted Stock

A summary of the Company’s restricted stock activity for the Current Year is as follows:


		Weighted
	Number of	Average
	Restricted	Grant Date
	Shares	Fair Value
Outstanding at January 1, 2019	1,460,210	$	4.82
Granted	60,000		1.70
Canceled	—		—
Vested	(289,587)		6.26
Expired/Forfeited	—		—
Outstanding at December 31, 2019	1,230,623	$	4.33

Current Year restricted stock grants were as follows:

On February 27, 2019, the Company entered into a two-year employment agreement with a key employee, which includes a performance stock bonus of up to $90,000 for each of the years ended December 31, 2019 and 2020. The performance stock bonus is earned upon the Company achieving certain sales targets.

On April 1, 2019, the Company issued an aggregate of 60,000 shares of stock to certain non-management directors, which will vest evenly over two years, whereby 50% shall vest on April 1, 2020, and 50% shall vest on April 1, 2021.

Prior Year restricted stock grants were as follows:

On March 14, 2018, the Company issued an aggregate of 90,209 shares of stock to certain non-executive employees, which vested immediately.

On April 2, 2018, the Company issued an aggregate of 48,000 shares of stock to certain non-management directors, which vest evenly over two years, whereby 50% vested on April 2, 2019, and 50% shall vest on April 2, 2020.

On April 3, 2018, the Company issued an aggregate of 25,599 shares of stock to certain non-executive employees, which vested immediately.

On May 31, 2018, the Company issued an aggregate of 1,664 shares of stock to certain non-executive employees, which vested immediately.

On June 5, 2018, the Company issued of 7,000 shares of stock to a consultant, which vested immediately.

On October 15, 2018, the Company issued 10,000 shares of stock to a consultant, which vested immediately.

On October 15, 2018, the Company issued 8,334 shares of stock to a consultant, which vested immediately.

Notwithstanding the foregoing, each grantee may extend the first anniversary of all or a portion of the restricted stock by six months and, thereafter one or more times may further extend such date with respect to all or a portion of the restricted stock until the next following date exactly six months thereafter, by providing written notice of such election to extend such date with respect to all or a portion of the restricted stock prior to such date.

Compensation expense related to restricted stock grants for the Current Year and Prior Year was approximately $0.5 million and $0.7 million, respectively. Total unrecognized compensation expense related to unvested restricted stock grants at December 31, 2019 amounts to $0.1 million and is expected to be recognized over a weighted average period of 1.07 years.

The following table provides information with respect to restricted stock purchased and retired by the Company during the Current Year and Prior Year.


				Number of
				Shares
				Purchased as
				Part of
	Total Number	Actual		Publicly	Fair value of
	of Shares	Price Paid		Announced	Re-Purchased
Date	Purchased	per Share		Plan	Shares
September 30, 2019 (i)	18,147	$	1.34	—	$	25,000
October 31, 2019 (i)	29,189		1.75	—		51,000
November 30, 2019 (i)	57,980		1.45	—		84,000
December 31, 2019 (i)	9,846		1.45	—		14,000
Total 2019	115,162	$	1.51	—	$	174,000

March 31, 2018 (i)	43,638	$	3.25	—	$	142,000
April 30, 2018 (i)	181,486		3.09	—		560,000
May 31, 2018 (i)	107		2.80	—		—
November 30, 2018 (i)	145,920		2.27	—		331,000
Total 2018	371,151	$	2.79	—	$	1,033,000

(i)

The shares were exchanged from employees and directors in connection with the income tax withholding obligations on behalf of such employees and directors from the vesting of restricted stock.

All of the shares of restricted stock in the preceding table were originally granted to employees and directors as restricted stock pursuant to the Plan.

Shares Available Under the Company’s 2011 Equity Incentive Plan

At December 31, 2019, there were 1,900,793 shares of common stock available for issuance under the Plan.

Shares Reserved for Issuance

At December 31, 2019, there were 9,703,233 shares of common stock reserved for issuance pursuant to unexercised warrants and stock options, or available for issuance under the Plan.

Dividends

The Company has not paid any dividends to date.

Earnings Per Share

12 Months Ended

Dec. 31, 2019

Earnings Per Share [Abstract]

Earnings Per Share

8. Earnings Per Share

Shares used in calculating basic and diluted earnings per share are as follows:


	Year Ended December 31,
	2019	2018
Basic	18,857,657	18,280,788
Effect of exercise of warrants	—	850
Diluted	18,857,657	18,281,638

As a result of the net loss presented for the Current Year, the Company calculated diluted earnings per share using basic weighted-average shares outstanding for such period, as utilizing diluted shares would be anti-dilutive to loss per share

The computation of basic and diluted earnings per share excludes the common stock equivalents of the following potentially dilutive securities because their inclusion would be anti-dilutive:


	Year Ended December 31,
	2019	2018
Stock options and warrants	7,802,440	4,421,625

Commitments and Contingencies

12 Months Ended

Dec. 31, 2019

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

9. Commitments and Contingencies

Leases

The Company has operating leases for its current office, former office, and certain equipment with a term of 12 months or less. The Company is currently not a party to any finance leases.

The Company's office leases have remaining lease terms of 2 years to 8 years. As of December 31, 2019, the weighted average remaining lease term was 6.8 years and the weighted average discount rate was 6.25%.

The Company leases office space under an operating lease agreement related to the Company’s main headquarters located in New York City. This lease commenced on March 1, 2016 and expires on October 30, 2027. In connection with this lease, the Company obtained an Irrevocable Standby Letter of Credit from BHI for a sum not exceeding $1.1 million. The Company has deposited this amount with BHI as collateral for the letter of credit and recorded the amount as restricted cash in the consolidated balance sheets as of December 31, 2019 and December 31, 2018.

The Company also leases office space under an operating lease agreement at another location in New York City, representing the Company’s former corporate offices and operations facility. This lease shall expire on February 28, 2022. This office space is currently subleased to a third-party subtenant through February 27, 2022.

The aforementioned office leases require the Company to pay additional rents related to increases in certain taxes and other costs on the properties. For the years ended December 31, 2019 and 2018, total lease expense included in selling, general and administrative expenses on the Company's consolidated statements of operations was approximately $1.6 million and $1.5 million, respectively.

The Company’s total lease cost for the year ended December 31, 2019 was comprised of the following:


($ in thousands)
Operating lease cost	$	1,925
Short-term lease cost		76
Variable lease cost		105
Sublease income		(488)
Total lease cost	$	1,618

Cash paid for amounts included in the measurement of operating lease liabilities in the Current Year was $2.4 million, and cash received from subleasing was $0.3 million.

As of December 31, 2019, the maturities of lease liabilities were as follows:


($ in thousands)
2020	$	2,423
2021		2,577
2022		1,732
2023		1,552
2024		1,552
After 2024		4,398
Total lease payments		14,234
Less: Discount		2,709
Present value of lease liabilities		11,525
Current portion of lease liabilities		1,752
Non-current portion of lease liabilities	$	9,773

Employment Agreements

The Company has contracts with certain executives and key employees. The future minimum payments under these contracts are as follows:


	Employment
($ in thousands)	Contract
Year Ended December 31,	Payments
2020	$	6,624
2021		4,245
2022		3,418
Thereafter		—
Total future minimum employment contract payments	$	14,287

In addition to the employment contract payments stated above, the Company’s employment contracts with certain executives and key employees contain performance-based bonus provisions. These provisions include bonuses based on the Company achieving revenues in excess of established targets and/or on operating results.

Certain of the employment agreements contain severance and/or change in control provisions. Aggregate potential severance compensation amounted to approximately $7.8 million at December 31, 2019.

Contingent Obligation – HH Seller (Halston Heritage Earn-Out)

In connection with the February 11, 2019 purchase of the Halston Heritage Trademarks from HIP, the Company agreed to pay HIP additional consideration (the “Halston Heritage Earn-Out”) of up to an aggregate of $6.0 million, based on royalties earned through December 31, 2022 (see Note 3). The Halston Heritage Earn-Out of $0.9 million is recorded as a long-term liability as of December 31, 2019 in the accompanying consolidated balance sheets, based on the difference between the fair value of the acquired assets of the Halston Heritage Trademarks and the total consideration paid. In accordance with ASC Topic 480, the Halston Heritage Earn-Out obligation is treated as a liability in the accompanying consolidated balance sheets because of the variable number of shares payable under the agreement.

Income Taxes

12 Months Ended

Dec. 31, 2019

Income Tax Disclosure [Abstract]

Income Tax

10. Income Taxes

The Company accounts for income taxes in accordance with ASC Topic 740. Deferred tax assets and liabilities are determined based on differences between the financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. A valuation allowance is established when necessary to reduce deferred tax assets to the amount expected to be realized. In determining the need for a valuation allowance, management reviews both positive and negative evidence pursuant to the requirements of ASC Topic 740, including current and historical results of operations, future income projections, and the overall prospects of the Company’s business.

The income tax (benefit) provision for federal and state and local income taxes in the consolidated statements of operations consists of the following:


	Years Ended December 31,
($ in thousands)	2019		2018
Current:
Federal	$	—	$	—
State and local		63		67
Total current		63		67

Deferred:
Federal		(354)		1,404
State and local		(351)		360
Total deferred		(705)		1,764
Total (benefit) provision	$	(642)	$	1,831

The reconciliation of income tax (benefit) provision computed at the federal and state and local statutory rates to the Company’s (loss) income before taxes is as follows:


	Years Ended December 31,
	2019		2018
U.S. statutory federal rate	21.00	%	21.00	%
State and local rate, net of federal tax	7.40		14.16
Stock compensation	(7.01)		18.25
Excess compensation deduction	(5.08)		8.38
Foreign tax credits	0.45		(1.03)
Federal true-ups	—		0.41
Life insurance	(0.81)		1.28
Other permanent differences	(0.16)		0.25
Income tax (benefit) provision	15.79	%	62.70	%

The significant components of net deferred tax liabilities of the Company consist of the following:


	December 31,
($ in thousands)	2019		2018
Deferred tax assets
Stock-based compensation	$	2,774	$	3,099
Federal, state and local net operating loss carryforwards		1,207		566
Accrued compensation and other accrued expenses		846		1,009
Allowance for doubtful accounts		43		58
Basis difference arising from discounted note payable		316		355
Foreign tax credit		148		130
Charitable contribution carryover		60		55
Property and equipment		180		170
Total deferred tax assets		5,574		5,442

Deferred tax liabilities
Basis difference arising from intangible assets of acquisition		(13,008)		(13,581)
Total deferred tax liabilities		(13,008)		(13,581)
Net deferred tax liabilities	$	(7,434)	$	(8,139)

As of December 31, 2019 and 2018, the Company had approximately $4.0 million and $1.6 million, respectively, of federal net operating loss carryforwards ("NOLs") available to offset future taxable income. The NOL as of December 31, 2017 of $0.8 million has an expiration period from 2036 through 2037. The NOL generated during tax years beginning after December 31, 2017 of $3.3 million has an indefinite life and does not expire.

As of December 31, 2019 and 2018, management does not believe the Company has any material uncertain tax positions that would require it to measure and reflect the potential lack of sustainability of a position on audit in its consolidated financial statements. The Company will continue to evaluate its uncertain tax positions in future periods to determine if measurement and recognition in its consolidated financial statements is necessary. The Company does not believe there will be any material changes in its unrecognized tax positions over the next year.

Related Party Transactions

12 Months Ended

Dec. 31, 2019

Related Party Transactions

11. Related Party Transactions

Benjamin Malka

Concurrent with the acquisition of the H Halston Brand on December 22, 2014, the Company and The H Company IP, LLC (“HIP”) entered into a license agreement (the “HIP License Agreement”), which was subsequently amended September 1, 2015. Benjamin Malka, who was a director of the Company from June 2014 through September 2019, is a 25% equity holder of HIP’s parent company, House of Halston LLC (“HOH”), and Chief Executive Officer of HOH. The HIP license agreement provides for royalty payments including guaranteed minimum royalties to be paid to the Company during the initial term that expired on December 31, 2019.

On September 1, 2015, the Company entered into a license agreement with Lord and Taylor, LLC (the “L&T License”) and simultaneously amended the HIP License Agreement eliminating HIP’s minimum guaranteed royalty obligations, provided the L&T License is in effect. In addition, the Company entered into a sublicense agreement with HIP (the “HIP Sublicense Agreement”), obligating the Company to pay HIP a fee on an annual basis the greater of (i) 50% of royalties received under the L&T License from H Halston products or (ii) guaranteed minimum royalties. Provided that Lord & Taylor, LLC is paying the Company at least $1.0 million per quarter under the L&T License, the remaining contractually required guaranteed minimum royalties are equal to $0.75 million, $0.75 million, $1.5 million, and $1.75 million for the twelve months ending January 31, 2018, 2019, 2020, and 2021, respectively.

On December 12, 2016, the Company entered into a license agreement for the H Halston Brand with Dillard’s Inc and affiliates (the “Dillard’s License”, and together with the L&T License, the “DRT Licenses”).

HOH has also entered into an arrangement with another licensee of the Company to supply Halston-branded apparel for the subsequent sale of such product to end customers. Under the Company’s separate pre-existing licensing agreements in place with the aforementioned other licensee and with HIP as described above, the Company earns royalties on the sales of such Halston-branded products.

Through October 26, 2018, the Company operated under the following terms as an at-will license:

The HIP Trademark Usage and Royalty Participation Agreement, had an initial term that expired on December 31, 2020 unless sooner terminated or renewed, and we shall pay to HIP: (i) 50% of the excess H Halston Royalty paid to us under the DRT Licenses and any other third party licenses that we may enter into; (ii) 25% of the excess developed brand royalty paid to us for the Highline Collective Brand under the DRT Licenses, and 20% of the excess developed brand royalty paid to us for any subsequent developed brand under the DRT Licenses, and (iii) 10% of the excess private label brand royalty paid to us under the DRT Licenses and during the first term only of the DRT Licenses. Additionally, we have the right, but not the obligation, at any time after January 31, 2023, to terminate the obligations under points (ii) and (iii) above by paying to HIP an amount equal to four times the sum of the developed brand credits and private label credits for the contract year ending on January 31, 2023 (the "Buy Out Payment’’). The Buy-Out Payment was payable by us and at our sole discretion either (a) in cash, or (b) in a number of common shares of Xcel calculated based on the amount of the Buy-Out Payment divided by the average closing price for common shares of Xcel on a national exchange for the preceding five trading days, subject to a minimum price for common shares of Xcel of $7.00 per common share.

A license and supply agreement with the Halston Operating Company, LLC (“HOC”), a subsidiary of HOH, with an initial term ending on January 31, 2022, subject to renewal. Under the HOC at-will license and supply agreement, HOC shall provide licensed products for sale to pre-approved retailers, including HBC and Dillard’s, and was also responsible for overseeing the visual merchandising and in-store retail environments for such approved retailers, as well as for training and oversight of any retail staff responsible for selling the licensed products within HBC and Dillard’s, as reasonably agreed upon between HOC and HBC and Dillard’s. The HOC at-will license and supply agreement provides for, among other things, design fees of $1.2 million for the period from July 1, 2017 through December 31, 2018, subsequent design fees of $2.4 million for the contractual yearly periods ending on January 31, 2019, and on December 31, 2020, 2021, and 2022, respectively, and sales-based royalties on the categories of products licensed under the agreement and the contractual year of payment.

Effective October 26, 2018, the Company terminated the HIP License Agreement including all amendments and the HIP Sublicense Agreement. In addition, the at-will license has been terminated and is no longer in effect. In addition, the Company and HOC entered into an arrangement whereby HOC pays the Company a license fee for branded products related to categories not included in the HOC license and supply agreement.

For the years ended December 31, 2019 and 2018, the Company had recorded approximately $0.0 and $2.0 million of revenue from HOC, respectively. As of December 31, 2018, the Company had a receivable balance of approximately $1.5 million due from HOC, which was collected in 2019.

Robert W. D’Loren

Jennifer D’Loren is the wife of Robert W. D’Loren, the Company’s Chief Executive Officer and Chairman of the Board, and is employed by the Company. Mrs. D’Loren brings vast experience in project management and implementation of financial IT solutions. During the past two years, Mrs. D’Loren has worked on the implementation of the Company’s ERP system. Mrs. D’Loren received compensation of $.17 million and $0.08 million for the years ended December 31, 2019 and 2018, respectively.

Subsequent Events	12 Months Ended
Subsequent Events	Dec. 31, 2018
Subsequent Events [Abstract]
Subsequent Events	12. Subsequent Events Isaac Mizrahi’s Employment Agreement On February 24, 2020, the Company entered into an employment agreement with Isaac Mizrahi, a principal stockholder of the Company, for Mr. Mizrahi to continue to serve as Chief Design Officer of the Isaac Mizrahi brand. The term of the employment agreement expires on December 31, 2022, subject to earlier termination, and may be extended, at the Company’s option for two successive one-year terms (each, a “Renewal Period”). Mr. Mizrahi’s base salary shall be $1,800,000, $2,000,000 and $2,100,000 per annum during the term of the agreement and $2,250,000 and $2,400,000 during 2023 and 2024 if the term is extended, in each case, subject to adjustment in the event Mr. Mizrahi does not make a specified number of appearances on QVC. Mr. Mizrahi shall be eligible to receive an annual cash bonus (the “bonus”) up to an amount equal to $2,500,000 less base salary for 2020 and $3,000,000 less base salary for 2021, 2022 and any year during the Renewal Period. The Bonus shall consist of the DRT Revenue, Bonus, the Bricks and Mortar Bonus, the Endorsement Bonus and the Monday Bonus, if any, as determined in accordance with the below: “DRT Bonus” means for any calendar year an amount equal to 10% of the aggregate net revenue related to sales of Isaac Mizrahi brand products through direct response television. The DRT Revenue Bonus shall be reduced by the amount of the Monday Bonus. “Bricks-and-Mortar Bonus” means for any calendar year an amount equal to 10% of the net revenues from sales of products under the Isaac Mizrahi brand but excluding DRT revenue and endorsement revenues. “Endorsement Bonus” means for any calendar year an amount equal to 40% of revenues derived from projects undertaken by the Company with one or more third parties solely for Mr. Mizrahi to endorse the third party’s products through the use of Mr. Mizrahi’s name, likeness and/or image and neither the Company nor Mr. Mizrahi provides licensing or design. “Monday Bonus” means $10,000 for each appearance by Mr. Mizrahi on QVC on Mondays (subject to certain expectations) up to a maximum of 40 such appearances in a calendar year. Mr. Mizrahi is required to devote his full business time and attention to the business and affairs of the Company and its subsidiaries; however, Mr. Mizrahi is the principal of IM Ready-Made, LLC and Laugh Club, Inc. (“Laugh Club”), and accordingly, he may undertake promotional activities related thereto (including the promotion of his name, image, and likeness) through television, video, and other media (and retain any compensation he receives for such activities) (referred to as “Retained Media Rights”) so long as such activities (i) do not utilize the IM Trademarks, (ii) do not have a mutually negative impact upon or materially conflict with Mr. Mizrahi’s duties under the employment agreement, or (iii) are consented to by the Company. The Company believes that it benefits from Mr. Mizrahi’s independent promotional activities by increased brand awareness of IM Brands and the IM Trademarks. Severance. If Mr. Mizrahi’s employment is terminated by us without “cause”, or if Mr. Mizrahi resigns with “good reason”, then Mr. Mizrahi will be entitled to receive his unpaid base salary and cash bonuses through the termination date and an amount equal to his base salary in effect on the termination date for the longer of six months and the remainder of the then-current term, but in no event exceeding 18 months. If Mr. Mizrahi’s employment is terminated by us without cause or if Mr. Mizrahi resigns with good reason, in each case within six months following a change of control (as defined in the employment agreement), Mr. Mizrahi shall be eligible to receive a lump-sum payment equal to two times the sum of (i) his base salary (at an average rate that would have been in effect for such two year period following termination) plus (ii) the bonus paid or due to Mr. Mizrahi in the year prior to the change in control. Non-Competition and Non-Solicitation. During the term of his employment by the Company and for a one-year period after the termination of such employment (unless Mr. Mizrahi’s employment was terminated without cause or was terminated by him for good reason), Mr. Mizrahi may not permit his name to be used by or to participate in any business or enterprise (other than the mere passive ownership of not more than 3% of the outstanding stock of any class of a publicly held corporation whose stock is traded on a national securities exchange or in the over-the-counter market) that engages, or proposes to engage in the Company’s business anywhere in the world other than the Company and its subsidiaries. Also during his employment and for a one-year period after the termination of such employment, Mr. Mizrahi may not, directly or indirectly, solicit, induce or attempt to induce any customer, supplier, licensee, or other business relation of the Company or any of its subsidiaries to cease doing business with the Company or any or its subsidiaries; or solicit, induce or attempt to induce any person who is, or was during the then-most recent 12-month period, a corporate officer, general manager or other employee of the Company or any of its subsidiaries, to terminate such employee’s employment wit the company or any of its subsidiaries; or hire any such person unless such person’s employment was terminated by the company or any of its subsidiaries; or in any way interfere with the relationship between any such customer, supplier, licensee, employee or business relation and the Company or any of its subsidiaries. On February 24, 2020 the Company entered into a services agreement with Laugh Club, an entity wholly-owned by Mr. Mizrahi pursuant to which Laugh Club shall provide services to Mr. Mizrahi, necessary for Mr. Mizrahi to perform his services pursuant to the employment agreement. The Company will pay Laugh Club an annual fee of $720,000 for such services. Xcel Term Loan Amendment On April 13, 2020, the Company further amended its Second Amended and Restated Loan and Security Agreement with BHI. Under this amendment, the quarterly installment payment due March 31, 2020 was deferred, and the amounts of the quarterly installment payments due throughout the remainder of 2020 were reduced, while the amount of principal to be repaid through variable payments based on excess cash flow was increased. In addition, there were multiple changes and waivers to the various financial covenants. Further, this amendment permits Xcel to incur unsecured debt through the PPP under the CARES Act, and excludes any associated PPP debt and debt service from the covenant calculations. There were no changes to the total principal balance, interest rate, or maturity date. See Note 6, “Debt and Other Long-term Liabilities,” for additional information. Coronavirus Pandemic In March 2020, the World Health Organization declared the outbreak of a novel coronavirus disease (“COVID-19”) as a pandemic, which continues to spread throughout the U.S. COVID-19 is having an unprecedented impact on the U.S. economy as federal, state, and local governments react to this public health crisis. Due to the COVID-19 outbreak, there is significant uncertainty surrounding the potential impact on the Company’s results of operations and cash flows. Continued impacts of the pandemic could materially adversely affect the Company’s near-term and long-term revenues, earnings, liquidity, and cash flows as the Company’s customers and/or licensees may request temporary relief, delay, or not make scheduled payments. On March 27, 2020 the Coronavirus Aid, Relief, and Economic Security (“CARES”) Act was enacted and signed into law. Certain provisions of the CARES Act impact the 2019 income tax provision computations of the Company and will be reflected in the first quarter of 2020, or the period of enactment. The CARES Act contains modifications on the limitation of business interest for tax years beginning in 2019 and 2020. The modifications to Section 163(j) increase the allowable business interest deduction from 30% of adjusted taxable income to 50% of adjusted taxable income. This modification has no impact on the Company since the interest expense is not projected to be limited. Additionally, the CARES Act contains a technical correction to the Tax Cuts and Jobs Act with respect to the recovery period of qualified improvement property. Previously, qualified improvement property was depreciated as 39-year building property, but the technical correction in the CARES Act adjusts this to a 15-year depreciable life, which meets the requirements for the additional first-year 100% bonus depreciation deduction under Section 168(k). The Company will evaluate and conclude on the desired tax position for this class of depreciable property prior to filing the 2019 federal tax return. It is expected that the change in the depreciable life of qualified improvement property will result in an increase in the Company's net operating losses on a tax basis, although an exact amount has not been determined at this time. The CARES Act did not have any impact on the Company's 2019 consolidated financial statements.

Summary of Significant Accounting Policies (Policies)

12 Months Ended

Dec. 31, 2019

Accounting Policies [Abstract]

Principles of Consolidation

Use of Estimates

The Company deems the following items to require significant estimates from management:

Allowance for doubtful accounts;

Useful lives of trademarks;

Assumptions used in the valuation of intangible assets, including cash flow estimates for impairment analysis;

Black-Scholes option pricing model assumptions for stock option values;

Performance-based stock option expense recognition;

Incremental borrowing rate;

Inventory reserves; and

Valuation allowances and effective tax rate for tax purposes.

Reclassifications

Cash and Cash Equivalents

The Company considers all highly liquid investments with original maturities of three months or less to be cash equivalents.

Accounts Receivable

Inventory

Property and Equipment

Trademarks and Other Intangible Assets

Indefinite-Lived Intangible Assets

Finite-Lived Intangible Assets

The Company’s finite-lived intangible assets are amortized over their estimated useful lives of four (4) to eighteen (18) years.

Restricted Cash

Restricted cash was $1.1 million and $1.5 million as of December 31, 2019 and 2018, respectively.

Investment in Unconsolidated Affiliate

Note Receivable

Deferred Finance Costs

Contingent Obligations

Revenue Recognition

The Company applies the guidance in ASC Topic 606, “Revenue from Contracts with Customers” to recognize revenue.

Licensing

(i)

(ii)

Design Fees

Wholesale Sales

Direct to Consumer Sales

The Company’s revenue associated with its e-commerce jewelry is recognized at a point in time when product is shipped to the customer.

Advertising Costs

Leases

Stock-Based Compensation

Restricted stock awards are valued using the fair value of the Company’s stock at the date of grant.

The Company accounts for forfeitures as a reduction of compensation cost in the period when such forfeitures occur.

Income Taxes

The income tax effects of changes in tax laws are recognized in the period when enacted.

Fair Value

Fair Value of Financial Instruments

Concentrations of Credit Risk

Earnings Per Share

Recently Issued Accounting Pronouncements

Recently Adopted Accounting Pronouncements

For real estate leases of office space, the Company accounts for the lease and non-lease components as a single lease component.

Acquisitions (Tables)

12 Months Ended

Dec. 31, 2019

Asset Acquisitions [Abstract]

Details of Aggregate Purchase Price


($ in thousands)
Allocated to:
Trademarks	$	10,588
Halston archives		200
Total acquisition price	$	10,788

The following represents the aggregate purchase price of $10.8 million:


($ in thousands, except share amounts)
Cash	$	8,350
Fair value of Common Stock issued (777,778 shares)		1,058
Total direct initial consideration		9,408
Direct transaction expenses		480
Contingent obligation		900
Total consideration	$	10,788

Trademarks and Other Intangibles (Tables)

12 Months Ended

Dec. 31, 2018

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Trademark and Other Intangible Assets

Trademarks and other intangibles, net consist of the following:


	Weighted
	Average	December 31, 2019
	Amortization	Gross Carrying		Accumulated		Net Carrying
($ in thousands)	Period	Amount		Amortization		Amount
Trademarks (indefinite-lived)	n/a	$	62,900	$	—	$	62,900
Trademarks (finite-lived)	15 years		16,213		4,560		11,653
Trademarks (finite-lived)	18 years		38,194		2,067		36,127
Other intellectual property	7 years		762		428		334
Copyrights and other intellectual property	10 years		190		109		81
Total		$	118,259	$	7,164	$	111,095


	Weighted
	Average	December 31, 2018
	Amortization	Gross Carrying		Accumulated		Net Carrying
($ in thousands)	Period	Amount		Amortization		Amount
Trademarks (indefinite-lived)	n/a	$	96,707	$	—	$	96,707
Trademarks (finite-lived)	15 years		15,463		3,521		11,942
Other intellectual property	7 years		561		321		240
Copyrights and other intellectual property	10 years		190		90		100
Total		$	112,921	$	3,932	$	108,989

Schedule of Future Amortization Expense

Estimated future amortization expense related to finite-lived intangible assets over the remaining useful lives is as follows:


($ in thousands)	Amortization
Year Ending December 31,	Expense
2020	$	3,334
2021		3,334
2022		3,334
2023		3,334
2024		3,320
Thereafter		31,539
Total	$	48,195

Significant Contracts (Tables)

12 Months Ended

Dec. 31, 2018

Significant Contracts [Abstract]

Schedule Of License Agreements

The QVC Agreements include automatic renewal periods as detailed below unless terminated by either party.


	Current Term	Automatic	Xcel Commenced	QVC Product
Agreement	Expiry	Renewal	Brand with QVC	Launch
IM QVC Agreement	September 30, 2020	one-year period	September 2011	2010
Ripka QVC Agreement	March 31, 2020	one-year period	April 2014	1999
H QVC Agreement	December 31, 2022	three-year period	January 2015	2015

Debt and Other Long-term Liabilities (Tables)

12 Months Ended

Dec. 31, 2019

Debt Disclosure [Abstract]

Schedule of Debt at Carrying Amount

The Company’s net carrying amount of debt is comprised of the following:


	December 31,
($ in thousands)	2019		2018
Xcel Term Loan	$	19,000	$	15,500
Unamortized deferred finance costs related to term loan		(179)		(200)
IM Seller Note		—		742
Ripka Seller Note		—		583
Contingent obligation – JR Seller		—		100
Contingent obligation – CW Seller		—		2,850
Total		18,821		19,575
Current portion of long-term debt (i), (ii)		2,250		8,275
Long-term debt	$	16,571	$	11,300

(i)

The current portion of long-term debt presented on the consolidated balance sheet at December 31, 2019 consists of $2.25 million related to the Xcel Term Loan.

(ii)

Maturities of Long-term Debt

Principal on the Xcel Term Loan, as amended, is payable in fixed installments as follows:


($ in thousands)
Installment Payment Dates	Amount
June 30, 2020, September 30, 2020, and December 31, 2020	$	750

March 31, 2021, June 30, 2021, September 30, 2021, and December 31, 2021	$	1,125

April 30, 2021	$	750

March 31, 2022, June 30, 2022, September 30, 2022, and December 31, 2022	$	1,125

March 31, 2023, June 30, 2023, September 30, 2023, and December 31, 2023	$	1,250

Thus, the aggregate remaining annual principal payments under the Xcel Term Loan are as follows:


	Amount of
($ in thousands)	Principal
Year Ending December 31,	Payment
2020	$	2,250
2021		5,250
2022		6,500
2023		5,000
Total	$	19,000

Schedule of Fixed Charge Coverage Ratios and Leverage Ratios

net worth of at least $90.0 million at the end of each fiscal quarter;

the fixed charge coverage ratio for the twelve fiscal month period ending at the end of each fiscal quarter shall not be less than the ratio set forth below:


Fiscal Quarter End		Fixed Charge Coverage Ratio
September 30, 2020		1.00 to 1.00
December 31, 2020, March 31, 2021, June 30, 2021, September 30, 2021, December 31, 2021 and thereafter		1.10 to 1.00

the leverage ratio for the twelve fiscal month period ending at the end of each fiscal period set forth below shall not exceed the ratio set forth below:


Fiscal Period		Maximum Leverage Ratio
December 31, 2018		2.90 to 1.00
June 30, 2020		4.25 to 1.00
September 30, 2020		3.50 to 1.00
December 31, 2020		2.75 to 1.00
March 31, 2021, June 30, 2021 and September 30, 2021		1.70 to 1.00
December 31, 2021 and each Fiscal Quarter end thereafter		1.50 to 1.00

- Definition

Tabular disclosure of long-debt instruments or arrangements, including identification, terms, features, collateral requirements and other information necessary to a fair presentation. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the entity, if longer.

+ References

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Reference 8: http://fasb.org/us-gaap/role/ref/legacyRef
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Reference 9: http://fasb.org/us-gaap/role/ref/legacyRef
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Reference 10: http://fasb.org/us-gaap/role/ref/legacyRef
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+ Details

Stockholders' Equity (Tables)

12 Months Ended

Dec. 31, 2019

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Schedule of Company's Stock Option Activity

A summary of the Company’s stock option activity for the Current Year is as follows:


				Weighted
				Average
		Weighted		Remaining
		Average		Contractual	Aggregate
	Number of	Exercise		Life	Intrinsic
	Options	Price		(in Years)	Value
Outstanding at January 1, 2019	3,257,875	$	5.44	3.19	$	—
Granted	4,263,000		1.84
Canceled	—		—
Exercised	(7,500)		1.73
Expired/Forfeited	(290,750)		5.08
Outstanding at December 31, 2019, and expected to vest	7,222,625	$	3.33	5.82	$	—
Exercisable at December 31, 2019	2,671,125	$	5.11	1.95	$	—

Schedule of Black-Scholes Assumptions for Fair Value of Options Granted

The fair value of the options granted was estimated at the date of grant using the Black-Scholes option pricing model with the following assumptions:


	Year Ended December 31,
	2019		2018
Expected Volatility	20.69 – 26.21		20.91 – 29.65
Expected Dividend Yield	—	%	—	%
Expected Life (Term, in years)	2.5 – 3.5		2.5 – 3.5
Risk-Free Interest Rate	1.51 – 2.48	%	2.33 – 2.96	%

Schedule of Non-vested Stock Options Activity

The following table summarizes the Company’s stock option activity for non-vested options for the current year:


		Weighted
		Average
	Number of	Grant Date
	Options	Fair Value
Balance at January 1, 2019	1,481,079	$	1.23
Granted	4,263,000		0.03
Vested	(1,124,914)		0.94
Forfeited or Canceled	(67,665)		0.99
Balance at December 31, 2019	4,551,500	$	0.18

Schedule of Restricted Stock Activity

A summary of the Company’s restricted stock activity for the Current Year is as follows:


		Weighted
	Number of	Average
	Restricted	Grant Date
	Shares	Fair Value
Outstanding at January 1, 2019	1,460,210	$	4.82
Granted	60,000		1.70
Canceled	—		—
Vested	(289,587)		6.26
Expired/Forfeited	—		—
Outstanding at December 31, 2019	1,230,623	$	4.33

Schedule of Restricted Stock Purchased and Retired by the Company

The following table provides information with respect to restricted stock purchased and retired by the Company during the Current Year and Prior Year.


				Number of
				Shares
				Purchased as
				Part of
	Total Number	Actual		Publicly	Fair value of
	of Shares	Price Paid		Announced	Re-Purchased
Date	Purchased	per Share		Plan	Shares
September 30, 2019 (i)	18,147	$	1.34	—	$	25,000
October 31, 2019 (i)	29,189		1.75	—		51,000
November 30, 2019 (i)	57,980		1.45	—		84,000
December 31, 2019 (i)	9,846		1.45	—		14,000
Total 2019	115,162	$	1.51	—	$	174,000

March 31, 2018 (i)	43,638	$	3.25	—	$	142,000
April 30, 2018 (i)	181,486		3.09	—		560,000
May 31, 2018 (i)	107		2.80	—		—
November 30, 2018 (i)	145,920		2.27	—		331,000
Total 2018	371,151	$	2.79	—	$	1,033,000

(i)

The shares were exchanged from employees and directors in connection with the income tax withholding obligations on behalf of such employees and directors from the vesting of restricted stock.

Warrant [Member]

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Schedule of Company's Stock Option Activity

A summary of the Company’s warrant activity for the Current Year is as follows:


				Weighted
				Average
		Weighted		Remaining
		Average		Contractual	Aggregate
	Number of	Exercise		Life	Intrinsic
	Warrants	Price		(in Years)	Value
Outstanding and exercisable at January 1, 2019	1,214,815	$	9.32	1.66	$	—
Granted	115,000		3.17
Canceled	—		—
Exercised	—		—
Expired/Forfeited	(750,000)		12.00
Outstanding and exercisable at December 31, 2019	579,815	$	4.63	2.32	$	—

Earnings Per Share (Tables)

12 Months Ended

Dec. 31, 2019

Earnings Per Share [Abstract]

Schedule of Basic and Diluted Shares Calculation


	Year Ended December 31,
	2019	2018
Basic	18,857,657	18,280,788
Effect of exercise of warrants	—	850
Diluted	18,857,657	18,281,638

Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share


	Year Ended December 31,
	2019	2018
Stock options and warrants	7,802,440	4,421,625

Commitments and Contingencies (Tables)

12 Months Ended

Dec. 31, 2019

Commitments and Contingencies Disclosure [Abstract]

Schedule of Total Lease Costs


($ in thousands)
Operating lease cost	$	1,925
Short-term lease cost		76
Variable lease cost		105
Sublease income		(488)
Total lease cost	$	1,618

Schedule of Future Minimum Lease Payments

As of December 31, 2019, the maturities of lease liabilities were as follows:


($ in thousands)
2020	$	2,423
2021		2,577
2022		1,732
2023		1,552
2024		1,552
After 2024		4,398
Total lease payments		14,234
Less: Discount		2,709
Present value of lease liabilities		11,525
Current portion of lease liabilities		1,752
Non-current portion of lease liabilities	$	9,773

Schedule of Contracts with Certain Executives and Key Employees


	Employment
($ in thousands)	Contract
Year Ended December 31,	Payments
2020	$	6,624
2021		4,245
2022		3,418
Thereafter		—
Total future minimum employment contract payments	$	14,287

Income Taxes (Tables)

12 Months Ended

Dec. 31, 2019

Income Tax Disclosure [Abstract]

Income Tax (Benefit) Provision for Federal, State, and Local Income Taxes


	Years Ended December 31,
($ in thousands)	2019		2018
Current:
Federal	$	—	$	—
State and local		63		67
Total current		63		67

Deferred:
Federal		(354)		1,404
State and local		(351)		360
Total deferred		(705)		1,764
Total (benefit) provision	$	(642)	$	1,831

Reconciliation of Income Tax at The Federal, State and Local Statutory Rates to The Company’s Income Before Taxes


	Years Ended December 31,
	2019		2018
U.S. statutory federal rate	21.00	%	21.00	%
State and local rate, net of federal tax	7.40		14.16
Stock compensation	(7.01)		18.25
Excess compensation deduction	(5.08)		8.38
Foreign tax credits	0.45		(1.03)
Federal true-ups	—		0.41
Life insurance	(0.81)		1.28
Other permanent differences	(0.16)		0.25
Income tax (benefit) provision	15.79	%	62.70	%

Net Deferred Tax Liabilities


	December 31,
($ in thousands)	2019		2018
Deferred tax assets
Stock-based compensation	$	2,774	$	3,099
Federal, state and local net operating loss carryforwards		1,207		566
Accrued compensation and other accrued expenses		846		1,009
Allowance for doubtful accounts		43		58
Basis difference arising from discounted note payable		316		355
Foreign tax credit		148		130
Charitable contribution carryover		60		55
Property and equipment		180		170
Total deferred tax assets		5,574		5,442

Deferred tax liabilities
Basis difference arising from intangible assets of acquisition		(13,008)		(13,581)
Total deferred tax liabilities		(13,008)		(13,581)
Net deferred tax liabilities	$	(7,434)	$	(8,139)

Nature of Operations, Background, and Basis of Presentation (Details)		12 Months Ended
	Nov. 12, 2019	Dec. 31, 2019
Longaberger Licensing LLC [Member] \| Variable Interest Entity, Primary Beneficiary [Member]
Noncontrolling Interest [Line Items]
Variable Interest Entity, Qualitative or Quantitative Information, Ownership Percentage	50.00%	50.00%

Summary of Significant Accounting Policies - Additional Information (Details) - USD ($)		12 Months Ended
	Mar. 30, 2019	Dec. 31, 2019	Dec. 31, 2018	Jan. 01, 2019
Summary Of Significant Accounting Policies [Line Items]
Accounts receivable, net		$ 10,622,000	$ 11,010,000
Allowance for doubtful accounts		200,000	200,000
Earned revenue accrued but not billed		0	0
Impairment charges on indefinite-lived intangible assets		6,200,000
Impairment charges on finite-lived intangible assets		0	0
Restricted cash		1,100,000	1,500,000
Investment without readily determinable fair value		100,000	100,000
Advertising cost during the period		900,000	300,000
Operating lease right-of-use assets		9,250,000
Operating lease obligation		11,525,000
Unrecognized Tax Benefits		0	0
Promissory Note Receivable [Member]
Summary Of Significant Accounting Policies [Line Items]
Gross financing receivable	$ 900,000
Maturity date of promissory note receivable	Apr. 01, 2019
Effective yield on receivable with imputed interest (interest rate)	5.10%
Promissory note receivable		0	900,000
Trademarks [Member]
Summary Of Significant Accounting Policies [Line Items]
Impairment charges on indefinite-lived intangible assets		$ 6,200,000
Minimum [Member]
Summary Of Significant Accounting Policies [Line Items]
Estimated useful lives of property and equipment (in years)		3 years
Estimated useful life of finite-lived intangible asset (in years)		4 years
Maximum [Member]
Summary Of Significant Accounting Policies [Line Items]
Estimated useful lives of property and equipment (in years)		7 years
Estimated useful life of finite-lived intangible asset (in years)		18 years
Irrevocable Letter Of Credit [Member]
Summary Of Significant Accounting Policies [Line Items]
Restricted cash		$ 1,100,000	1,100,000
Security Deposit [Member]
Summary Of Significant Accounting Policies [Line Items]
Restricted cash			$ 400,000
Restatement Adjustment [Member] \| Accounting Standards Update 2016-02
Summary Of Significant Accounting Policies [Line Items]
Operating lease right-of-use assets				$ 10,400,000
Operating lease obligation				13,200,000
Accrued rent offset to Operating lease right-of-use assets				$ 2,800,000

Acquisition - Additional Information (Details) - USD ($)		12 Months Ended
	Feb. 11, 2019	Dec. 31, 2019
Halston Heritage
Schedule Of Asset Acquisition [Line Items]
Cash included in aggregate purchase price	$ 8,350,000
Common stock included in aggregate purchase price (in shares)	777,778
Issuance of common stock in connection with Halston Heritage assets acquisition	$ 1,058,000
Aggregate contingent consideration	6,000,000
Minimum deduction from net royalties	$ 1,500,000
Percentage of Aggregate Shares Outstanding	4.99%
Halston Heritage \| 50% of the first $10,000,000 of Excess Net Royalties [Member]
Schedule Of Asset Acquisition [Line Items]
Applicable percentage	50.00%
Halston Heritage \| 20% of aggregate Excess Net Royalties greater than $10,000,000 and up to $15,000,000 [Member]
Schedule Of Asset Acquisition [Line Items]
Applicable percentage	20.00%
Halston Heritage \| 0% of aggregate Excess Net Royalties in excess of $15,000,000 [Member]
Schedule Of Asset Acquisition [Line Items]
Applicable percentage	0.00%
Maximum [Member] \| Halston Heritage \| 50% of the first $10,000,000 of Excess Net Royalties [Member]
Schedule Of Asset Acquisition [Line Items]
Excess net royalties	$ 10,000,000
Maximum [Member] \| Halston Heritage \| 20% of aggregate Excess Net Royalties greater than $10,000,000 and up to $15,000,000 [Member]
Schedule Of Asset Acquisition [Line Items]
Excess net royalties	15,000,000
Minimum [Member] \| Halston Heritage \| 20% of aggregate Excess Net Royalties greater than $10,000,000 and up to $15,000,000 [Member]
Schedule Of Asset Acquisition [Line Items]
Excess net royalties	10,000,000
Minimum [Member] \| Halston Heritage \| 0% of aggregate Excess Net Royalties in excess of $15,000,000 [Member]
Schedule Of Asset Acquisition [Line Items]
Excess net royalties	$ 15,000,000
Trademarks [Member] \| Halston Heritage
Schedule Of Asset Acquisition [Line Items]
Weighted average useful life of finite-lived intangible assets acquired		18 years
Halston archives \| Halston Heritage
Schedule Of Asset Acquisition [Line Items]
Weighted average useful life of finite-lived intangible assets acquired		7 years
House Of Halston LLC \| Director [Member]
Schedule Of Asset Acquisition [Line Items]
Ownership Percentage in HOH		25.00%

Acquisition - Allocation of Aggregate Purchase Price (Details) - Halston Heritage $ in Thousands	Feb. 11, 2019 USD ($)
Schedule Of Asset Acquisition [Line Items]
Total acquisition price	$ 10,788
Trademarks [Member]
Schedule Of Asset Acquisition [Line Items]
Finite-lived intangible assets	10,588
Halston archives
Schedule Of Asset Acquisition [Line Items]
Finite-lived intangible assets	$ 200

Acquisition - Total Consideration for Asset Acquisition (Details) - Halston Heritage $ in Thousands	Feb. 11, 2019 USD ($)
Schedule Of Asset Acquisition [Line Items]
Cash	$ 8,350
Fair value of Common Stock issued (777,778 shares)	1,058
Total direct initial consideration	9,408
Direct transaction expenses	480
Contingent obligation	900
Total consideration	$ 10,788

Acquisition - Longaberger licensing (Details) - USD ($)			12 Months Ended
Acquisition - Longaberger licensing (Details) - USD ($)	Nov. 12, 2019	Feb. 12, 2019	Dec. 31, 2019
Schedule Of Asset Acquisition [Line Items]
Members contribution			$ 375,000
Intangible assets			$ 48,195,000
Longaberger Trademarks
Schedule Of Asset Acquisition [Line Items]
Initial capital contribution	$ 425,000
Members contribution	375,000
Total purchase price	750,000
Assets and liabilities acquired	0
Intangible assets	750,000
Non controlling interest	$ 375,000
Estimated useful life of finite-lived intangible asset (in years)		15 years
Longaberger Licensing LLC [Member] \| Variable Interest Entity, Primary Beneficiary [Member]
Schedule Of Asset Acquisition [Line Items]
Variable Interest Entity, Qualitative or Quantitative Information, Ownership Percentage	50.00%		50.00%

Trademarks and Other Intangibles - Schedule of Trademarks and Other Intangibles (Details) - USD ($) $ in Thousands				12 Months Ended
	Dec. 31, 2019	Jan. 01, 2019	Dec. 31, 2018	Dec. 31, 2019
Finite And Indefinite Lived Intangible Assets [Line Items]
Gross Carrying Amount, Total	$ 118,259		$ 112,921	$ 118,259
Accumulated Amortization	7,164		3,932	7,164
Net Carrying Amount	48,195			48,195
Net Carrying Amount, Total	$ 111,095		$ 108,989	$ 111,095
Trademarks [Member]
Finite And Indefinite Lived Intangible Assets [Line Items]
Weighted-Average Amortization Period (Years)	15 years		15 years	18 years
Gross Carrying Amount (finite-lived)	$ 16,213		$ 15,463	$ 16,213
Accumulated Amortization	4,560		3,521	4,560
Net Carrying Amount	$ 11,653		$ 11,942	11,653
Noncompete Agreements [Member]
Finite And Indefinite Lived Intangible Assets [Line Items]
Weighted-Average Amortization Period (Years)	7 years		7 years
Gross Carrying Amount (finite-lived)	$ 762		$ 561	762
Accumulated Amortization	428		321	428
Net Carrying Amount	$ 334		$ 240	334
Copyrights and other Intellectual Property [Member]
Finite And Indefinite Lived Intangible Assets [Line Items]
Weighted-Average Amortization Period (Years)	10 years		10 years
Gross Carrying Amount (finite-lived)	$ 190		$ 190	190
Accumulated Amortization	109		90	109
Net Carrying Amount	81		100	81
Trademarks [Member]
Finite And Indefinite Lived Intangible Assets [Line Items]
Carrying Amount (indefinite-lived)	62,900		$ 96,707	62,900
Halston Heritage \| Trademarks [Member]
Finite And Indefinite Lived Intangible Assets [Line Items]
Weighted-Average Amortization Period (Years)		18 years
Gross Carrying Amount (finite-lived)	38,194			38,194
Accumulated Amortization	2,067			2,067
Net Carrying Amount	$ 36,127			$ 36,127

Trademarks and Other Intangibles - Schedule of Future Amortization Expense (Details) $ in Thousands	Dec. 31, 2019 USD ($)
Finite Lived Intangible Assets Future Amortization Expense [Line Items]
2020	$ 3,334
2021	3,334
2022	3,334
2023	3,334
2024	3,320
Thereafter	31,539
Net Carrying Amount	$ 48,195

Trademarks and Other Intangibles - Additional Information (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Finite And Indefinite Lived Intangible Assets [Line Items]
Impairment charges on indefinite-lived intangible assets	$ 6,200
Amortization of intangible assets	3,200	$ 1,100
Trademarks [Member]
Finite And Indefinite Lived Intangible Assets [Line Items]
Impairment charges on indefinite-lived intangible assets	$ 6,200

Significant Contracts - Schedule of License Agreements (Details)	12 Months Ended
	Dec. 31, 2019
IM QVC Agreement [Member]
Current Term Expiry	Sep. 30, 2020
Automatic Renewal	1 year
Xcel Commenced Brand with QVC	September 2011
QVC Product Launch	2010
Ripka QVC Agreement [Member]
Current Term Expiry	Mar. 31, 2020
Automatic Renewal	1 year
Xcel Commenced Brand with QVC	April 2014
QVC Product Launch	1999
H QVC Agreement [Member]
Current Term Expiry	Dec. 31, 2022
Automatic Renewal	3 years
Xcel Commenced Brand with QVC	January 2015
QVC Product Launch	2015

Significant Contracts - Additional Information (Details) - Royalty Agreement With QVC [Member] - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Significant Contract Revenue
Percentage of total net revenue	53.00%	72.00%
Gross accounts receivable	$ 4,330	$ 5,680
Percentage of total gross accounts receivables	41.00%	52.00%
Royalty [Member]
Significant Contract Revenue
Revenue	$ 22,210	$ 25,630

Debt and Other Long-term Liabilities - Debt at Carrying Amount (Details) - USD ($) $ in Thousands	Dec. 31, 2019	Dec. 31, 2018
Debt Instrument [Line Items]
Unamortized deferred finance costs related to term loans	$ (179)	$ (200)
Total	18,821	19,575
Current portion of long-term debt	2,250	8,275
Long-term debt	16,571	11,300
Contingent Obligations
Debt Instrument [Line Items]
Current portion of long-term debt		2,950
Xcel Term Loan
Debt Instrument [Line Items]
Term Loan	19,000	15,500
Current portion of long-term debt	2,250	4,000
IM Seller Note
Debt Instrument [Line Items]
Seller Note		742
Current portion of long-term debt		740
Ripka Seller Note
Debt Instrument [Line Items]
Seller Note		583
Current portion of long-term debt		580
JR Seller
Debt Instrument [Line Items]
Contingent obligation		100
CW Seller
Debt Instrument [Line Items]
Contingent obligation	$ 0	$ 2,850

Debt and Contingent Obligations - Maturity of Long Term Debt (Details) - Secured Debt - Xcel Term Loan $ in Thousands	12 Months Ended
	Dec. 31, 2019 USD ($)
Debt Instrument [Line Items]
Repayment of loan as a percentage of Excess cash flow	50.00%
Minimum [Member]
Debt Instrument [Line Items]
Variable repayments	$ 2,000
June 30, 2020, September 30, 2020, and December 31, 2020
Debt Instrument [Line Items]
Quarterly installment payments on term loans	750
March 31, 2021, June 30, 2021, September 30, 2021, and December 31, 2021
Debt Instrument [Line Items]
Quarterly installment payments on term loans	1,125
April 30, 2021
Debt Instrument [Line Items]
Quarterly installment payments on term loans	750
March 31, 2022, June 30, 2022, September 30, 2022, and December 31, 2022
Debt Instrument [Line Items]
Quarterly installment payments on term loans	1,125
March 31, 2023, June 30, 2023, September 30, 2023, and December 31, 2023
Debt Instrument [Line Items]
Quarterly installment payments on term loans	$ 1,250

Debt and Other Long-term Liabilities - Remaining Principal Payments on Term Loan (Details) - Xcel Term Loan - USD ($) $ in Thousands	Dec. 31, 2019	Dec. 31, 2018
Debt Instrument [Line Items]
2020	$ 2,250
2021	5,250
2022	6,500
2023	5,000
Total	$ 19,000	$ 15,500

Debt and Contingent Obligations - Schedule of Fixed Charge Coverage Ratios and Leverage Ratios (Details) - Second Amendment [Member] - Secured Debt - Xcel Term Loan	Dec. 31, 2019
September 30, 2020
Debt Instrument [Line Items]
Fixed Charge Coverage Ratio	1.00
Maximum Leverage Ratio	3.50
December 31, 2020, March 31, 2021, June 30, 2021, September 30, 2021, December 31, 2021 and thereafter
Debt Instrument [Line Items]
Fixed Charge Coverage Ratio	1.10
December 31, 2018
Debt Instrument [Line Items]
Maximum Leverage Ratio	2.90
June 30, 2020
Debt Instrument [Line Items]
Maximum Leverage Ratio	4.25
December 31, 2020
Debt Instrument [Line Items]
Maximum Leverage Ratio	2.75
March 31, 2021, June 30, 2021 and September 30, 2021
Debt Instrument [Line Items]
Maximum Leverage Ratio	1.70
December 31, 2021 and each Fiscal Quarter end thereafter
Debt Instrument [Line Items]
Maximum Leverage Ratio	1.50

Debt and Other Long-term Liabilities - Additional Information (Details) - USD ($)							1 Months Ended						12 Months Ended
	Mar. 31, 2019	Feb. 11, 2019	Dec. 31, 2018	May 15, 2018	Sep. 19, 2016	Apr. 03, 2014	Dec. 31, 2021	Jun. 30, 2017	Feb. 28, 2017	Dec. 21, 2016	Dec. 24, 2013	Sep. 29, 2011	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019	Jun. 30, 2019	Mar. 31, 2019	Dec. 31, 2018	Oct. 01, 2018	Jun. 30, 2018	Dec. 31, 2017	Oct. 01, 2017	Jun. 30, 2017	Oct. 01, 2016	Jan. 01, 2021	Dec. 30, 2020	Jun. 30, 2020	Mar. 31, 2020	May 15, 2019	Feb. 10, 2019	Feb. 26, 2016
Debt Instrument [Line Items]
Incurred interest expense under note payable															$ 1,211,000			$ 912,000
Gain on reduction of contingent obligation															2,850,000
Fees to or on behalf of BHI															315,000			0
Deferred finance costs related to financing transactions			$ 200,000												179,000			200,000
Deferred rent			400,000												200,000			400,000
IM Seller Note
Debt Instrument [Line Items]
Aggregate principal amount												$ 7,400,000
Revised stated interest rate												9.25%
Incurred interest expense under note payable															4,000,000,000			$ 33,000,000,000
Stated interest rate on note payable												0.25%
Discount for imputed interest												$ 1,700,000
Imputed annual interest rate												9.00%
Initial value of note payable												$ 5,600,000
Initial prepaid interest												$ 100,000
Maturity date of note payable																		Sep. 30, 2018
Minimum common stock price											$ 4.50
Aggregate principal amount											$ 1,500,000
IM Seller Note \| Second Amendment [Member]
Debt Instrument [Line Items]
Increase (decrease) in principal payments					$ 800,000
Revised stated interest rate					2.236%
Principal payment	$ 750,000														0
Gains (Losses) on Restructuring of Debt					$ 0
Ripka Seller Notes
Debt Instrument [Line Items]
Incurred interest expense under note payable															16,000,000,000			$ 41,000,000,000
Note receivable due	900,000																$ 900,000
Balance of note payable	600,000		580,000												0		600,000	580,000
Settlement of contingent obligation through offset to note receivable	100,000
Xcel Term Loan
Debt Instrument [Line Items]
Aggregate principal amount																															$ 27,900,000
Long-term Debt, Gross			$ 15,500,000												19,000,000			15,500,000
Fees to or on behalf of BHI				$ 300
Interest expense related to term loan debt															1,200,000			$ 900,000
Xcel Term Loan \| Second Amendment [Member]
Debt Instrument [Line Items]
Current effective interest rate on Amended Loan Agreement			6.65%															6.65%
Gains (Losses) on Restructuring of Debt															(200,000)
Xcel Term Loan \| Second Amendment [Member] \| Revolving Credit Facility
Debt Instrument [Line Items]
Capacity available to convert to incremental term loans		$ 5,000,000
Xcel Term Loan \| Second Amendment [Member] \| Revolving Credit Facility \| Base Rate
Debt Instrument [Line Items]
Basis spread on variable rate		2.00%
Xcel Term Loan \| First Amendment [Member]
Debt Instrument [Line Items]
Long-term Debt, Gross																														$ 14,500,000
Increase (decrease) in principal payments															1,000,000						$ 800,000
Minimum Earning Before Interest Taxes Depreciation And Amortization After Amendment															$ 8,000,000			$ 8,000,000			$ 7,000,000
Minimum Earning Before Interest Taxes Depreciation And Amortization Before Amendment															$9.0			$9.0			$9.0
Gains (Losses) on Restructuring of Debt								$ 0	$ 0
Xcel Term Loan \| Scenario, Forecast [Member] \| First Amendment [Member]
Debt Instrument [Line Items]
Increase (decrease) in principal payments							$ (1,800,000)
CW Seller
Debt Instrument [Line Items]
Gain on reduction of contingent obligation															$ 2,850,000
Contingent obligation			$ 2,850,000												0			$ 2,850,000
Contingent Obligations
Debt Instrument [Line Items]
Royalty earn out value						$ 5,000,000
Floor price per share for conversion of debt			$ 7.00															$ 7.00
Fair value of Ripka earn out						$ 3,800,000
Maximum amount of earn-out consideration decreased to										$ 400,000
Earn-out consideration payable in cash				100,000						$ 200,000											$ 200,000
Fair value of Ripka Earnout include in current portion of long-term debt			$ 100,000															$ 100,000			$ 100,000
Contingent Obligations \| Long-term Debt [Member]
Debt Instrument [Line Items]
Reduction in principal amount owed to settle earnout due				$ 1,000,000
C Wonder Earn-Out [Member]
Debt Instrument [Line Items]
Fixed threshold to be used in computation of earnout																$ 4,000,000				$ 4,000,000			$ 4,000,000
Fair value of contingent obligations			$ 2,850,000															$ 2,850,000
Maximum royalty multiple			2.00%					2.00%								2.00%		2.00%		2.00%			2.00%
Ripka Earn-Out [Member]
Debt Instrument [Line Items]
Earn-out consideration payable in cash															200,000														$ 100,000
Remaining future payments of earn-out	100,000																100,000
Minimum net royalty income contingency			$ 6,000,000														6,000,000
Ripka Earn-Out [Member] \| Long-term Debt [Member]
Debt Instrument [Line Items]
Earn-out balance	$ 100,000														0		$ 100,000
Ripka Earn-Out [Member] \| Contingent Obligations
Debt Instrument [Line Items]
Revenue																						$ 100,000		$ 1,000,000
Secured Debt
Debt Instrument [Line Items]
Maximum Prepayment Of Debt Amount		$ 750,000
Secured Debt \| Debt Termination Period, After Third Anniversary [Member]
Debt Instrument [Line Items]
Termination fee percentage		0.00%
Secured Debt \| Second Amendment [Member]
Debt Instrument [Line Items]
Minimum EBITDA to meet loan covenants															6,800,000
Secured Debt \| Scenario, Forecast [Member] \| Second Amendment [Member]
Debt Instrument [Line Items]
Minimum EBITDA to meet loan covenants																											$ 4,800,000	$ 5,000,000
Maximum Capital expenditures required to meet loan covenants														$ 1,600,000
Secured Debt \| Xcel Term Loan \| Second Amendment [Member]
Debt Instrument [Line Items]
Aggregate principal amount		$ 22,000,000
Minimum net worth required to meet loan covenant		90,000,000
Maximum Capital expenditures required to meet loan covenants															$ 700,000			$ 1,700,000
Secured Debt \| Xcel Term Loan \| Scenario, Forecast [Member] \| Second Amendment [Member]
Debt Instrument [Line Items]
Minimum liquid assets to meet loan covenants														$ 4,000,000											$ 5,000,000	$ 3,250,000
Maximum Capital expenditures required to meet loan covenants													$ 700,000
Royalty [Member] \| Contingent Obligations
Debt Instrument [Line Items]
Revenue																			$ 100,000
Additional Term Loan [Member] \| Xcel Term Loan \| Second Amendment [Member]
Debt Instrument [Line Items]
Aggregate principal amount		7,500,000
Term Loan A [Member] \| Xcel Term Loan \| Second Amendment [Member]
Debt Instrument [Line Items]
Aggregate principal amount		$ 7,300,000
Term Loan A [Member] \| Secured Debt
Debt Instrument [Line Items]
Stated interest rate (as percentage)		5.10%
Term Loan A [Member] \| Secured Debt \| Debt Termination Period, On Or Before Second Anniversary [Member]
Debt Instrument [Line Items]
Termination fee percentage		1.00%
Term Loan A [Member] \| Secured Debt \| Debt Termination Period, After Second Anniversary But Before Third Anniversary [Member]
Debt Instrument [Line Items]
Termination fee percentage		0.50%
Term Loan B [Member] \| Xcel Term Loan \| Second Amendment [Member]
Debt Instrument [Line Items]
Aggregate principal amount		$ 14,700,000
Term Loan B [Member] \| Secured Debt
Debt Instrument [Line Items]
Stated interest rate (as percentage)		6.25%
Term Loan B [Member] \| Secured Debt \| Debt Termination Period, On Or Before Second Anniversary [Member]
Debt Instrument [Line Items]
Termination fee percentage		2.00%
Term Loan B [Member] \| Secured Debt \| Debt Termination Period, After Second Anniversary But Before Third Anniversary [Member]
Debt Instrument [Line Items]
Termination fee percentage		1.00%

Stockholders' Equity - Company's Stock Option Activity Summary (Details) - $ / shares		12 Months Ended
	Dec. 31, 2018	Dec. 31, 2019
Number of Options
Outstanding at January 1, 2018		3,257,875
Granted		4,263,000
Exercised		(7,500)
Expired/Forfeited		(290,750)
Outstanding at December 31, and expected to vest	3,257,875	7,222,625
Exercisable at December 31, 2018		2,671,125
Weighted Average Exercise Price
Outstanding at January 1, 2018		$ 5.44
Granted		1.84
Exercised		1.73
Expired/Forfeited		5.08
Outstanding at December 31, and expected to vest	$ 5.44	3.33
Exercisable at December 31, 2018		$ 5.11
Weighted Average Remaining Contractual Life (in Years)	3 years 2 months 9 days	5 years 9 months 26 days
Exercisable Weighted Average Remaining Contractual Life (in Years)		1 year 11 months 12 days

Stockholders' Equity - Black-Scholes Assumptions for Options Granted (Details)	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected Volatility Rate, Minimum	20.69%	20.91%
Expected Volatility Rate, Maximum	26.21%	29.65%
Risk-Free Interest Rate, Minimum	1.51%	2.33%
Risk-Free Interest Rate, Maximum	2.48%	2.96%
Minimum [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected Life (in years)	2 years 6 months	2 years 6 months
Maximum [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected Life (in years)	3 years 6 months	3 years 6 months

Stockholders' Equity - Non-Vested Stock Option Activity (Details)	12 Months Ended
	Dec. 31, 2019 $ / shares shares
Number of Options
Granted	4,263,000
Employee Stock Option [Member]
Number of Options
Beginning Balance	1,481,079
Granted	4,263,000
Vested	(1,124,914)
Forfeited or Canceled	(67,665)
Ending Balance	4,551,500
Weighted Average Grant Date Fair Value
Beginning Balance \| $ / shares	$ 1.23
Granted \| $ / shares	0.03
Vested \| $ / shares	0.94
Forfeited or Canceled \| $ / shares	0.99
Ending Balance \| $ / shares	$ 0.18

Stockholders' Equity - Stock Warrant Activity During Period (Details) - Warrant [Member] - $ / shares		12 Months Ended
	Dec. 31, 2018	Dec. 31, 2019
Number of Warrants
Outstanding and exercisable at January 1, 2018		1,214,815
Granted		115,000
Expired/Forfeited		(750,000)
Outstanding and exercisable at December 31, 2018	1,214,815	579,815
Weighted Average Exercise Price
Outstanding and exercisable at January 1, 2018		$ 9.32
Granted		3.17
Expired/Forfeited		12.00
Outstanding and exercisable at December 31, 2018	$ 9.32	$ 4.63
Weighted Average Remaining Contractual Life (in Years), Outstanding and exercisable	1 year 7 months 28 days	2 years 3 months 26 days

Stockholders' Equity - Restricted Stock Activity (Details) - Restricted Stock [Member]	12 Months Ended
	Dec. 31, 2019 $ / shares shares
Number of Restricted Shares
Outstanding at January 1, 2018 \| shares	1,460,210
Granted \| shares	60,000
Vested \| shares	(289,587)
Outstanding at December 31, 2018 \| shares	1,230,623
Weighted Average Grant Date Fair Value
Outstanding at January 1, 2018 \| $ / shares	$ 4.82
Granted \| $ / shares	1.70
Vested \| $ / shares	6.26
Outstanding at December 31, 2018 \| $ / shares	$ 4.33

Stockholders' Equity - Restricted Stock Purchased and Retired (Details) - Restricted Stock [Member] - USD ($) $ / shares in Units, $ in Thousands					1 Months Ended				12 Months Ended
	Nov. 30, 2018	May 31, 2018	Apr. 30, 2018	Mar. 31, 2018	Dec. 31, 2019	Nov. 30, 2019	Oct. 31, 2019	Sep. 30, 2019	Dec. 31, 2019	Dec. 31, 2018
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total Number of Shares Purchased	145,920	107	181,486	43,638	9,846	57,980	29,189	18,147	115,162	371,151
Actual Price Paid Per Share (in dollars per share)	$ 2.27	$ 2.80	$ 3.09	$ 3.25	$ 1.45	$ 1.45	$ 1.75	$ 1.34	$ 1.51	$ 2.79
Fair value of Re-Purchased Shares	$ 331,000		$ 560,000	$ 142,000	$ 14,000	$ 84,000	$ 51,000	$ 25,000	$ 174,000	$ 1,033,000

Stockholders' Equity - Additional Information (Details) - USD ($)																					12 Months Ended
	Apr. 01, 2021	Oct. 31, 2019	Oct. 01, 2019	Sep. 01, 2019	Jul. 18, 2019	May 01, 2019	Apr. 15, 2019	Apr. 01, 2019	Mar. 15, 2019	Mar. 13, 2019	Feb. 27, 2019	Jan. 01, 2019	Nov. 21, 2018	Oct. 15, 2018	Jun. 05, 2018	May 31, 2018	Apr. 03, 2018	Apr. 02, 2018	Mar. 30, 2018	Mar. 14, 2018	Dec. 31, 2019	Dec. 31, 2018
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Authorized number of shares																					51,000,000
Number of common stock shares authorized																					50,000,000	50,000,000
Authorized number of shares of preferred stock																					1,000,000	1,000,000
Stock options granted (in shares)																					4,263,000
Exercise price of options grants (in dollars per share)																					$ 1.84
Percentage of options vested					33.33%
Shares issuable under warrants (in shares)					115,000
Warrants outstanding, exercise price (in dollars per share)					$ 3.17
Five year expiration
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expiration period																					5 years
Seven year expiration
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expiration period																					7 years
Ten year expiration
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expiration period																					10 years
Equity Option [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Compensation expense related to stock options																					$ 500,000	$ 1,100,000
Key Employees [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock options granted (in shares)													35,000	15,000					50,000
Exercise price of options grants (in dollars per share)													$ 2.25	$ 2.04					$ 5.50
Chief Executive Officer [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Number																					0
Chief Financial Officer [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Number																					0
Officer [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Number																					0
Non Management Directors [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock options granted (in shares)																		150,000
Exercise price of options grants (in dollars per share)																		$ 3.00
Warrant [Member] \| Five year expiration
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expiration period																					5 years
Warrant [Member] \| Seven year expiration
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expiration period																					7 years
Warrant [Member] \| Ten year expiration
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expiration period																					10 years
Restricted Stock [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Compensation cost expected to be recognized																					$ 100,000
Weighted average period																					1 year 26 days
Shares of restricted stock grants vested																					289,587
Compensation expense related to restricted stock																					$ 500,000	700,000
Restricted Stock [Member] \| Non Management Directors [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Percentage of options vested	50.00%							50.00%
Award vesting period (in years)								2 years										2 years
Aggregate shares of restricted stock granted								60,000										48,000
Restricted Stock [Member] \| Non Management Directors [Member] \| Half of the shares will vest on April 2, 2019
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Percentage of options vested																		50.00%
Restricted Stock [Member] \| Non Management Directors [Member] \| Half of the shares will vest on April 2, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Percentage of options vested																		50.00%
Restricted Stock [Member] \| Non-Executive Management [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Aggregate shares of restricted stock granted																1,664	25,599			90,209
Restricted Stock [Member] \| Non-Executive Management [Member] \| Vested immediately on March 14, 2018
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Percentage of options vested																				100.00%
Restricted Stock [Member] \| Non-Executive Management [Member] \| Vested immediately on April 3, 2018
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Percentage of options vested																	100.00%
Restricted Stock [Member] \| Non-Executive Management [Member] \| Vested immediately on May 31, 2018
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Percentage of options vested																100.00%
Restricted Stock [Member] \| Consultant 1 [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Aggregate shares of restricted stock granted															7,000
Restricted Stock [Member] \| Consultant 1 [Member] \| Vested immediately on June 5, 2018
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Percentage of options vested															100.00%
Restricted Stock [Member] \| Consultant 2 [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Aggregate shares of restricted stock granted														10,000
Restricted Stock [Member] \| Consultant 2 [Member] \| Vested immediately on October 15, 2018
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Percentage of options vested														100.00%
Restricted Stock [Member] \| Consultant 3 [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Aggregate shares of restricted stock granted														8,334
Restricted Stock [Member] \| Consultant 3 [Member] \| Vested immediately on October 15, 2018
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Percentage of options vested														100.00%
Employee Stock Option [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Compensation cost expected to be recognized																						$ 300,000
Weighted average period																						1 year 11 months 16 days
Employee Stock Option [Member] \| Key Employees [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock options granted (in shares)		10,000	100,000	15,000		10,000	24,000		50,000			250,000
Exercise price of options grants (in dollars per share)		$ 1.72	$ 1.77	$ 1.59		$ 1.38	$ 1.40		$ 5.50			$ 3.00
Percentage of options vested		33.33%	33.33%	33.33%		50.00%	50.00%	50.00%
Employee Stock Option [Member] \| Key Employees [Member] \| All options vested immediately on March 30, 2018
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Percentage of options vested																			100.00%
Employee Stock Option [Member] \| Key Employees [Member] \| One-third of the options will vest on October 15, 2019
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Percentage of options vested														33.33%
Employee Stock Option [Member] \| Key Employees [Member] \| One-third of the options will vest on October 15, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Percentage of options vested														33.33%
Employee Stock Option [Member] \| Key Employees [Member] \| One-third of the options will vest on October 15, 2021
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Percentage of options vested														33.33%
Employee Stock Option [Member] \| Key Employees [Member] \| Half of the options will vest on September 30, 2019
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Percentage of options vested													50.00%
Employee Stock Option [Member] \| Key Employees [Member] \| Half of the options will vest on September 30, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Percentage of options vested													50.00%
Employee Stock Option [Member] \| Chief Executive Officer [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock options granted (in shares)											2,578,947
Exercise price of options grants (in dollars per share)											$ 1.70
Target Prices, lower range (in dollars per share)											$ 5.00
Number of trading days											10 days
Employee Stock Option [Member] \| Chief Executive Officer [Member] \| $3.00 [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of Option Shares Vesting											736,842
Target Prices, lower range (in dollars per share)											$ 3.00
Employee Stock Option [Member] \| Chief Executive Officer [Member] \| $5.00 [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of Option Shares Vesting											626,316
Employee Stock Option [Member] \| Chief Executive Officer [Member] \| $7.00 [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of Option Shares Vesting											515,789
Target Prices, lower range (in dollars per share)											$ 7.00
Employee Stock Option [Member] \| Chief Executive Officer [Member] \| $9.00 [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of Option Shares Vesting											405,263
Target Prices, lower range (in dollars per share)											$ 9.00
Employee Stock Option [Member] \| Chief Executive Officer [Member] \| $11.00 [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of Option Shares Vesting											294,737
Target Prices, lower range (in dollars per share)											$ 11.00
Employee Stock Option [Member] \| Chief Financial Officer [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock options granted (in shares)											552,632
Exercise price of options grants (in dollars per share)											$ 1.70
Target Prices, lower range (in dollars per share)											$ 3.00
Number of trading days											10 days
Employee Stock Option [Member] \| Chief Financial Officer [Member] \| $3.00 [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of Option Shares Vesting											157,895
Employee Stock Option [Member] \| Chief Financial Officer [Member] \| $5.00 [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of Option Shares Vesting											134,211
Target Prices, lower range (in dollars per share)											$ 5.00
Employee Stock Option [Member] \| Chief Financial Officer [Member] \| $7.00 [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of Option Shares Vesting											110,526
Target Prices, lower range (in dollars per share)											$ 7.00
Employee Stock Option [Member] \| Chief Financial Officer [Member] \| $9.00 [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of Option Shares Vesting											86,842
Target Prices, lower range (in dollars per share)											$ 9.00
Employee Stock Option [Member] \| Chief Financial Officer [Member] \| $11.00 [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of Option Shares Vesting											63,158
Target Prices, lower range (in dollars per share)											$ 11.00
Employee Stock Option [Member] \| Officer [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock options granted (in shares)											368,421
Exercise price of options grants (in dollars per share)											$ 1.70
Number of trading days											10 days
Employee Stock Option [Member] \| Officer [Member] \| $3.00 [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of Option Shares Vesting											105,263
Target Prices, lower range (in dollars per share)											$ 3.00
Employee Stock Option [Member] \| Officer [Member] \| $5.00 [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of Option Shares Vesting											89,474
Target Prices, lower range (in dollars per share)											$ 5.00
Employee Stock Option [Member] \| Officer [Member] \| $7.00 [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of Option Shares Vesting											73,684
Target Prices, lower range (in dollars per share)											$ 7.00
Employee Stock Option [Member] \| Officer [Member] \| $9.00 [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of Option Shares Vesting											57,895
Target Prices, lower range (in dollars per share)											$ 9.00
Employee Stock Option [Member] \| Officer [Member] \| $11.00 [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of Option Shares Vesting											42,105
Target Prices, lower range (in dollars per share)											$ 11.00
Employee Stock Option [Member] \| Employees [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock options granted (in shares)										154,000
Exercise price of options grants (in dollars per share)										$ 1.73
Employee Stock Option [Member] \| Non Management Directors [Member] \| Half of the options will vest on April 2, 2019
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Percentage of options vested																		50.00%
Employee Stock Option [Member] \| Non Management Directors [Member] \| Half of the options will vest on April 2, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Percentage of options vested																		50.00%
Employee Stock Option [Member] \| Director [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock options granted (in shares)								150,000
Exercise price of options grants (in dollars per share)								$ 1.70
2011 Equity Incentive Plan [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares of common stock eligible for issuance																					13,000,000
Shares of common stock available for issuance																					1,900,793
Shares of common stock reserved for issuance																					9,703,233
Performance Shares [Member] \| Key Employees [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Performance stock bonus																					$ 90,000
Term of employment											2 years
Warrant [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Compensation expense																					$ 14,000	$ 0

Earnings Per Share - Basic and Diluted Shares Calculation (Details) - shares	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Earnings Per Share Basic And Diluted [Line Items]
Basic weighted average common shares outstanding	18,857,657	18,280,788
Diluted	18,857,657	18,281,638
Warrant [Member]
Earnings Per Share Basic And Diluted [Line Items]
Effect of Exercise of Stock Options and Warrants		850

Earnings Per Share - Antidilutive Securities Excluded (Details) - shares	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Earnings Per Share [Abstract]
Stock options and warrants	7,802,440	4,421,625

Commitments and Contingencies - Company Lease Cost (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2019 USD ($)
Commitments and Contingencies Disclosure [Abstract]
Operating lease cost	$ 1,925
Short-term lease cost	76
Variable lease cost	105
Sublease income	(488)
Total lease cost	$ 1,618

Commitments and Contingencies - Future Minimum Lease Payments (Details) $ in Thousands	Dec. 31, 2019 USD ($)
Commitments and Contingencies Disclosure [Abstract]
2020	$ 2,423
2021	2,577
2022	1,732
2023	1,552
2024	1,552
After 2024	4,398
Total lease payments	14,234
Less: Discount	2,709
Operating Lease, Liability, Total	11,525
Current portion of operating lease obligation	1,752
Non-current portion of lease liabilities	$ 9,773

Commitments and Contingencies - Future Minimum Payments under Employment Contracts (Details) $ in Thousands	Dec. 31, 2019 USD ($)
Commitments and Contingencies Disclosure [Abstract]
2020	$ 6,624
2021	4,245
2022	3,418
Total future minimum employment contract payments	$ 14,287

Commitments and Contingencies - Additional Information (Details) - USD ($) $ in Thousands		12 Months Ended
	Feb. 11, 2019	Dec. 31, 2019	Dec. 31, 2018
Commitments and Contingencies [Line Items]
Letters of credit		$ 1,100
Rent expense from operating leases,			$ 1,500
Operating lease expense		1,600
Aggregate potential severance costs		$ 7,800
Weighted average remaining lease term		6 years 9 months 18 days
Weighted average discount rate		6.25%
Operating lease liabilities		$ 2,400
Cash received from subleasing		300
Contingent obligation		$ 900
Minimum [Member]
Commitments and Contingencies [Line Items]
Remaining lease term		2 years
Maximum [Member]
Commitments and Contingencies [Line Items]
Remaining lease term		8 years
Main Headquarters Lease [Member]
Commitments and Contingencies [Line Items]
Lease expiration date		Oct. 30, 2027
Office Space Lease [Member]
Commitments and Contingencies [Line Items]
Lease expiration date		Feb. 28, 2022
Term of operating leases sublease		Feb. 27, 2022
Halston Heritage
Commitments and Contingencies [Line Items]
Asset Acquisitions Contingent Consideration Arrangements Range Of Outcomes Value High	$ 6,000
Contingent obligation		$ 900

Income Taxes - Income Tax (Benefit) Provision (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Current:
Federal
State and local	63	67
Total current	63	67
Deferred:
Federal	(354)	1,404
State and local	(351)	360
Total deferred	(705)	1,764
Total (benefit) provision	$ (642)	$ 1,831

Income Taxes - Reconciliation of Income Tax Rates (Details)	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Income Tax Disclosure [Abstract]
U.S. statutory federal rate	21.00%	21.00%
State and local rate, net of federal tax	7.40%	14.16%
Stock compensation	(7.01%)	18.25%
Excess compensation deduction	(5.08%)	8.38%
Foreign tax credits	0.45%	(1.03%)
Federal true-ups		0.41%
Life insurance	(0.81%)	1.28%
Other permanent differences	(0.16%)	0.25%
Income tax (benefit) provision	15.79%	62.70%

Income Taxes - Net Deferred Tax Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2019	Dec. 31, 2018
Deferred tax assets
Stock-based compensation	$ 2,774	$ 3,099
Federal, state and local net operating loss carryforwards	1,207	566
Accrued compensation and other accrued expenses	846	1,009
Allowance for doubtful accounts	43	58
Basis difference arising from discounted note payable	316	355
Foreign tax credit	148	130
Charitable contribution carryover	60	55
Property and equipment	180	170
Total deferred tax assets	5,574	5,442
Deferred tax liabilities
Basis difference arising from intangible assets of acquisition	(13,008)	(13,581)
Total deferred tax liabilities	(13,008)	(13,581)
Net deferred tax liabilities	$ (7,434)	$ (8,139)

Income Taxes - Additional Information (Details) - USD ($) $ in Millions	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Operating Loss Carryforwards [Line Items]
Operating loss carryforward available to offset future taxable income	$ 4.0	$ 1.6
Tax Year 2018 [Member]
Operating Loss Carryforwards [Line Items]
Operating loss carryforward available to offset future taxable income			$ 0.8
Indefinite Lived [Member]
Operating Loss Carryforwards [Line Items]
Operating loss carryforward available to offset future taxable income	$ 3.3

Related Party Transactions - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended			18 Months Ended
	Dec. 31, 2019	Jan. 31, 2019	Dec. 31, 2018	Dec. 31, 2018	Dec. 22, 2014
Related Party Transaction [Line Items]
Minimum share price allowed for share-based compensation	$ 1.73
Benjamin Malka [Member]
Related Party Transaction [Line Items]
Directors ownership percentage of related party					25.00%
Expiration date of royalty agreement	December 31, 2020
Minimum share price allowed for share-based compensation	$ 7.00
Contractual design fees due in second year	$ 2,400
Contractual design fees due in third year	2,400
Contractual design fees due in fourth year	$ 2,400
Benjamin Malka [Member] \| Licensing Agreements [Member]
Related Party Transaction [Line Items]
License expiration date	Dec. 31, 2019
Percentage of royalties	50.00%
Minimum royalties required to be paid per quarter	$ 1,000
Remaining contractually required guaranteed minimum royalties first twelve months	750
Remaining contractually required guaranteed minimum royalties in two years	750
Remaining contractually required guaranteed minimum royalties in three years	1,500
Remaining contractually required guaranteed minimum royalties in four years	1,750
Mrs. D'Loren
Related Party Transaction [Line Items]
Compensation received	$ 170		$ 80
H Halston [Member] \| Benjamin Malka [Member]
Related Party Transaction [Line Items]
Percentage of royalties	50.00%
Multiplying factor (in percent)	400.00%
Preceding trading days	5 days
Highline Collective [Member] \| Benjamin Malka [Member]
Related Party Transaction [Line Items]
Percentage of royalties	25.00%
Subsequent Developed Brand [Member] \| Benjamin Malka [Member]
Related Party Transaction [Line Items]
Percentage of royalties	20.00%
Private Label Brand [Member] \| Benjamin Malka [Member]
Related Party Transaction [Line Items]
Percentage of royalties	10.00%
Halston Operating Company [Member] \| Benjamin Malka [Member]
Related Party Transaction [Line Items]
Initial term of license and supply agreement	January 31, 2022
Design fees				$ 1,200
Contractual design fees due in first year		$ 2,400
Due from Related Parties			1,500	$ 1,500
Halston Operating Company [Member] \| License [Member] \| Benjamin Malka [Member]
Related Party Transaction [Line Items]
Revenue recorded for license fees	$ 0		$ 2,000

Subsequent Events - Isaac Mizrahi’s Employment Agreement (Details) - Subsequent Event [Member] - Isaac Mizrahi’s Employment Agreement	Feb. 24, 2020 USD ($) item
Other Commitments [Line Items]
Extension term	2 years
Initial cash bonus basis for Calculation	$ 2,500,000
Subsequent cash bonus basis for Calculation	$ 3,000,000
DRT Bonus	10.00%
Bricks-and-Mortar Bonus	10.00%
Endorsement Bonus	40.00%
Monday bonus per appearance	$ 10,000
Maximum appearances eligible for Monday bonus \| item	40
Termination compensation percentage on base salary and bonus	200.00%
Termination compensation period	2 years
Period of restriction of doing similar activity post termination	1 year
Maximum ownership interest in investment	3.00%
Period of restriction for solicit business relations post termination.	1 year
Laugh Club
Other Commitments [Line Items]
Annual fee	$ 720,000
Minimum [Member]
Other Commitments [Line Items]
Settlement amount payment period	6 years
Maximum [Member]
Other Commitments [Line Items]
Settlement amount payment period	18 years
Employee Salary [Member]
Other Commitments [Line Items]
2020	$ 1,800,000
2021	2,000,000
2022	2,100,000
2023	2,250,000
2024	$ 2,400,000