The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our unaudited financial statements and the notes thereto included in the Condensed Consolidated Financial Statements in Part I, Item 1 ("Financial Statements") of this report and in conjunction with our Annual Report on Form 10-K for the year endedDecember 31, 2019 .
Disclosure Regarding Forward Looking Statements
Certain matters discussed in this Form 10-Q are "forward-looking statements" intended to qualify for the safe harbors from liability established by the Private Securities Litigation Reform Act of 1995. These forward-looking statements can generally be identified by use of the words "may," "will," "should," "could," "expect," anticipate," "estimate," "believe," "intend," "project," "potential," or "plan" or the negative of these words or other variations on these words or comparable terminology. Forward-looking statements in this Quarterly Report on Form 10-Q may include, without limitation: (1) the projected impact of the current coronavirus (COVID-19) on our, our customers', and our suppliers' businesses, (2) projections of revenue, income, and other items relating to our financial position and results of operations, (3) statements of our plans, objectives, strategies, goals and intentions, (4) statements regarding the capabilities, capacities, market position and expected development of our business operations, and (5) statements of expected industry and general economic trends. Such forward-looking statements are subject to certain risks and uncertainties that may materially adversely affect the anticipated results. Such risks and uncertainties include, but are not limited to, the following: the impact of competition; the effect of uncertainties related to the current coronavirus (COVID-19) pandemic on theU.S. and global markets, our business, operations, customers, suppliers and employees, including without limitation the length and scope of the restrictions imposed by various governments and success of efforts to find a suitable vaccine, among other factors; general economic conditions, including employment levels, in the areas ofthe United States of America ("United States") in which the Company's customers are located; changes in the healthcare, retail, hotels, food service, transportation and other industries where uniforms and service apparel are worn; our ability to identify suitable acquisition targets, successfully integrate any acquired businesses, successfully manage our expanding operations, or discover liabilities associated with such business during the diligence process; the price and availability of cotton and other manufacturing materials; attracting and retaining senior management and key personnel and other factors described in the Company's filings with theSecurities and Exchange Commission , including those described in the "Risk Factors" section of our Annual Report on Form 10-K for the fiscal year endedDecember 31, 2019 . Shareholders, potential investors and other readers are urged to consider these factors carefully in evaluating the forward-looking statements made herein and are cautioned not to place undue reliance on such forward-looking statements. The forward-looking statements made herein are only made as of the date of this Form 10-Q and we disclaim any obligation to publicly update such forward-looking statements to reflect subsequent events or circumstances, except as may be required by law. Business Outlook
COVID-19 Impact The COVID-19 pandemic continues to affect our operations and financial performance, and likely will continue to do so for an undetermined period of time. International, federal, state and local efforts to contain the spread of COVID-19 has continued to intensify as governments enacted shelter in place orders, declared states of emergency, enacted safety requirements such as recommended or mandatory use of face masks and other personal protective equipment and related products, took steps to restrict travel, enacted temporary closures of non-essential businesses and took other restrictive measures that prohibit many employees from going to work. With regard to personal protective equipment, the COVID-19 pandemic has created significant market demands from new and existing customers. In responding to the needs of our customers, our sourcing teams began sourcing much needed personal protective equipment, including face masks, isolation gowns, sanitizers and gloves, which resulted in an increase in net sales during the three months endedJune 30, 2020 of$49.7 million and$10.3 million for our Promotional Products segment and Uniforms and Related Products segment, respectively. 19 -------------------------------------------------------------------------------- The pandemic could have a number of adverse impacts on our business, including, but not limited to, additional disruption to the economy and our customers' willingness and/or ability to spend, temporary or permanent closures of businesses that consume our products and services, additional work restrictions, and supply chains being interrupted, slowed, or rendered inoperable. Our employees and the employees and contractors of our suppliers and customers also could become ill, quarantined, or otherwise unable to work or travel due to health reasons or governmental restrictions. The majority of the principal fabrics used in the manufacture of products within the Uniforms and Related Products segment are sourced inChina and the vast majority of raw materials used in our Promotional Products segment are sourced fromChina , either directly byBAMKO or by its suppliers. If we are unable to continue to obtain affordable raw materials and finished products fromChina or if our suppliers are unable to source affordable raw materials fromChina , it could significantly disrupt our business. A prolonged pandemic, or the threat thereof, could significantly disrupt our product sourcing, which in turn, could significantly disrupt our business. We have and will continue to monitor and control our expense levels to protect our profitability. For example, onMarch 30, 2020 , we entered into debt deferment agreements withTruist Bank (formerly known asBranch Banking and Trust Company ) to: (i) defer contractual principal and interest payments due betweenApril 1, 2020 andJune 1, 2020 under the 2017 Term Loan and 2018 Term Loan until their respective maturity dates; and (ii) defer contractual interest payments due betweenApril 1, 2020 andJune 1, 2020 under the revolving credit facility until its maturity date. Additionally, we have proactively taken steps to increase available cash on hand by targeted reductions in discretionary operating expenses. Finally, we have and will continue to delay certain capital expenditures relating to non-essential projects until economic conditions begin to stabilize. Prolonged instability inthe United States and global economies, and how the world reacts to them, could have long-term impacts on our business. These business impacts could negatively affect us in a number of ways, including, but not limited to, reduced demand for our core products and services, reductions to our revenue and profitability, costs associated with complying with new or amended laws and regulations affecting our business, declines in our stock price, reduced availability and less favorable terms of future borrowings, valuation of our pension assets and obligations, reduced credit-worthiness of our customers, and potential impairment of the carrying value of goodwill or other indefinite-lived intangible assets. The extent to which the COVID-19 pandemic impacts our business, financial condition, results of operations or cash flows will depend on numerous evolving factors that we are unable to accurately predict at this time. The length and scope of the restrictions imposed by various governments and success of efforts to find a suitable vaccine, among other factors, will determine the ultimate severity of the COVID-19 impact on our business. However, prolonged periods of difficult market conditions could have material adverse impacts on our business, financial condition, results of operations and cash flows. Uniforms and Related Products In our Uniforms and Related Products segment, we manufacture and sell a wide range of uniforms, career apparel and accessories. Our primary products are service apparel, such as scrubs, lab coats, protective apparel and patient gowns, provided to workers in the healthcare industry, and service apparel, such as uniforms, provided to workers employed by our customers in various industries, including retail, hotels, food service, transportation and other industries. We sell our brands of healthcare service apparel primarily to healthcare laundries, dealers, distributors and retailers. As a result of the COVID-19 pandemic, we have seen increased demand for healthcare service apparel from laundries, dealers and distributors that service hospitals and other medical facilities. During the second quarter of 2020, we were able to service many of our customer needs with available healthcare service apparel inventory that we had on hand prior to the start of the pandemic. Additionally, we have implemented certain alternative strategies with our retailers to ensure that our customers are able to take advantage of the increase in demand from medical professionals. From a long-term perspective, we expect that demand for our signature marketing brands, including Fashion Seal Healthcare® and WonderWink®, will continue to provide opportunities for growth and increased market share. Sales of uniforms are impacted by our customers' opening and closing of locations and reductions, increases, and turnover of employees. The current economic environment inthe United States has been significantly impacted by the COVID-19 pandemic, and as a result, we have seen reduced short-term demand for uniform apparel in many of our customers' industries, some of which has been partially offset by demand from customers in certain retail industries, such as grocery and pharmacy customers, and healthcare. Additionally, we recently began sourcing much needed personal protective equipment for our customers which has mitigated some of the declines in sales of uniform apparel to certain customers. Based on the longer-term fundamentals of our uniforms business, we anticipate that we will have growth opportunities when market conditions inthe United States stabilize and begin to improve. 20 --------------------------------------------------------------------------------
Remote Staffing Solutions This business segment (also known as "The Office Gurus"), which operates inEl Salvador ,Belize ,Jamaica , andthe United States , initially started to support the Company's back office needs while improving overall efficiencies and lowering operating costs. After years of consistently improving key performance indicators, lowering costs and providing exceptional service to our Uniforms and Related Products segment in areas such as order entry, cash collections, vendor payables processing, customer service, sales, and others, The Office Gurus started selling their services to outside companies in 2009. Over the past 10 years, The Office Gurus has become an award-winning global business process outsourcer offering inbound and outbound voice, email, text, chat and social media support. The COVID-19 pandemic has generated uncertainties for our customers and their industries, and has resulted in a short-term slowdown of our revenue growth rates for this business. With an environment and career path designed to attract and maintain top talent across all sites, The Office Gurus is positioned well to continue growth when market conditions begin to stabilize. Promotional Products For more than a decade, we sold promotional products on a limited basis to our existing Uniforms and Related Products customer base. While there were substantial opportunities to sell promotional products to those customers, it was not an area of focus, specialization, or expertise for us. OnMarch 1, 2016 , that changed with our acquisition of substantially all of the assets ofBAMKO, Inc. ("BAMKO"). One of the top firms in the promotional products industry,BAMKO has a number of strengths, well-developed systems, and time-tested processes that offer significant competitive advantages. With a robust back-office support platform operated out ofIndia , direct-to-factory sourcing operations based inChina , and proprietary technological platforms and programming capabilities that we believe are very competitive,BAMKO is positioned to be a platform for potential future acquisitions in this industry. We completed two additional acquisitions in this segment in late 2017 and remain open to additional acquisitions going forward. In recent years we have seen an increase in customer orders in our promotional products business and expect growth opportunities for our core promotional products business to continue once the current market environment stabilizes. As a result of the COVID-19 pandemic, we have seen significant short-term opportunities within the personal protective equipment market. In responding to the needs of our customers, the sourcing team within the Promotional Products segment began sourcing much needed personal protective equipment for our customers. These opportunities led to record revenue levels during the second quarter of 2020, despite the downturn in the branded merchandise industry that has experienced customer budget cuts and widespread event cancellations. Additionally, in our core promotional products business we have not experienced the same downturn that many of our competitors have experienced as the increase in activities from customers in certain industries, such as the delivery service industry, has more than offset reduced activities from customers in other industries, such as the restaurant and entertainment industries. From a long-term perspective, we believe that this segment's synergistic fit with our uniforms business will create opportunities to cross-sell the products of various business segments to new and existing customers. Results of Operations Three Months EndedJune 30, 2020 Compared to Three Months EndedJune 30, 2019 Net Sales (in thousands): Three Months Ended June 30, 2020 2019 % Change Uniforms and Related Products$ 75,842 $ 60,745 24.9 % Remote Staffing Solutions 9,351 8,993 4.0 % Promotional Products 75,456 23,744 217.8 % Net intersegment eliminations (1,290 ) (1,212 ) 6.4 % Consolidated Net Sales$ 159,359 $ 92,270 72.7 % Net sales for the Company increased 72.7% from$92.3 million for the three months endedJune 30, 2019 to$159.4 million for the three months endedJune 30, 2020 . The principal components of this aggregate increase in net sales were as follows: (1) an increase in the net sales of our Uniforms and Related Products segment (contributing 16.4%, of which$1.4 million (contributing 1.6%) represented the effect of differences in timing of revenue recognized under ASC 606 between periods), (2) an increase in the net sales for our Promotional Products segment (contributing 56.0%), and (3) an increase in net sales for our Remote Staffing Solutions segment after intersegment eliminations (contributing 0.3%). 21
-------------------------------------------------------------------------------- Uniforms and Related Products net sales increased 24.9%, or$15.1 million , for the three months endedJune 30, 2020 compared to the three months endedJune 30, 2019 . The increase was primarily due to market demand for healthcare service apparel, which resulted in an increase in net sales of$17.1 million . Additionally, COVID-19 increased demand from our customers for personal protective equipment, including face masks, isolation gowns, sanitizers and gloves, which resulted in an increase in net sales of$8.1 million during the three months endedJune 30, 2020 . These increases were partially offset by decrease in demand for uniform apparel experienced during the current year period primarily as a result of COVID-19. Shipments by our Uniforms and Related Products segment increased from$64.3 million to$77.9 million comparing the three months endedJune 30, 2020 with the prior year period. For a reconciliation of shipments by our Uniforms and Related Products segment, see "Shipments (Non-GAAP Financial Measure)" below. Remote Staffing Solutions net sales increased 4.0% before intersegment eliminations and 3.6% after intersegment eliminations for the three months endedJune 30, 2020 compared to the three months endedJune 30, 2019 . These increases were primarily attributed to providing continued services in the current year period to our customer base that was expanded during 2019. Despite the increase in net sales, overall growth during the three months endedJune 30, 2020 was negatively impacted by disruptions inApril 2020 resulting from COVID-19. Promotional Products net sales increased 217.8%, or$51.7 million , for the three months endedJune 30, 2020 compared to the three months endedJune 30, 2019 . The increase was primarily due to the sale of personal protective equipment, including face masks, sanitizers and gloves, which resulted in net sales of$49.7 million during the three months endedJune 30, 2020 . As a result of the COVID-19 pandemic, we have seen significant short-term opportunities within the personal protective equipment market. Additionally, in our core promotional products business we have not experienced the same downturn that many of our competitors have experienced as the increase in activities from customers in certain industries, such as the delivery service industry, has more than offset reduced activities from customers in other industries, such as the restaurant and entertainment industries. Cost of Goods Sold Cost of goods sold consists primarily of direct costs of acquiring inventory, including cost of merchandise, inbound freight charges, purchasing costs, and inspection costs for our Uniforms and Related Products and Promotional Products segments. Cost of goods sold for our Remote Staffing Solutions segment includes salaries and payroll related benefits for agents. The Company includes shipping and handling fees billed to customers in net sales. Shipping and handling costs associated with out-bound freight are recorded in cost of goods sold. Other shipping and handling costs are included in selling and administrative expenses. As a percentage of net sales, cost of goods sold for our Uniforms and Related Products segment was 63.2% for the three months endedJune 30, 2020 and 64.1% for the three months endedJune 30, 2019 . As a percentage of net sales, cost of goods sold remained relatively flat. The increase in cost of goods sold during the three months endedJune 30, 2020 compared to the three months endedJune 30, 2019 was primarily due to the net sales increase explained above. As a percentage of net sales, cost of goods sold for our Remote Staffing Solutions segment was 45.3% for the three months endedJune 30, 2020 and 42.5% for the three months endedJune 30, 2019 . The percentage increase was primarily driven by disruptions resulting from COVID-19. As a percentage of net sales, cost of goods sold for our Promotional Products segment was 68.5% for the three months endedJune 30, 2020 and 74.1% for the three months endedJune 30, 2019 . The percentage decrease was primarily the result of personal protective equipment sales during the three months endedJune 30, 2020 and differences in the mix of products and customers.
Selling and Administrative Expenses
Selling and administrative expenses increased 35.0%, or$9.4 million , for the three months endedJune 30, 2020 compared to the three months endedJune 30, 2019 . The increase was primarily due to an increase in bad debt expense of$3.4 million on outstanding trade accounts receivable and an increase in sales commissions as a result of record sales levels during the three months endedJune 30, 2020 , as discussed above.
As a percentage of net sales, selling and administrative expenses for our
Uniforms and Related Products segment was 26.4% for the three months ended
As a percentage of net sales, selling and administrative expenses for our Remote Staffing Solutions segment was 37.6% for the three months endedJune 30, 2020 and 38.3% for the three months endedJune 30, 2019 . As a percentage of net sales, selling and administrative expenses remained relatively flat. 22 -------------------------------------------------------------------------------- As a percentage of net sales, selling and administrative expenses for our Promotional Products segment was 18.0% for the three months endedJune 30, 2020 and 22.9% for the three months endedJune 30, 2019 . The percentage decrease was primarily related to the net sales increase explained above. Interest Expense Interest expense decreased to$0.4 million for the three months endedJune 30, 2020 from$1.3 million for the three months endedJune 30, 2019 . This decrease was primarily due to a decrease in LIBOR rates on our outstanding borrowings and a significant reduction in outstanding borrowings. Income Taxes The effective income tax rate was 19.6% and 23.8% for the three months endedJune 30, 2020 and 2019, respectively. The decrease in the effective tax rate was primarily driven by foreign taxes and foreign tax credit decreases of 7.7%, partially offset by increases of 1.9% for compensation related items, 0.6% for changes in uncertain tax positions and 0.3% for state income taxes. The effective tax rate may vary from quarter to quarter due to unusual or infrequently occurring items, the resolution of income tax audits, changes in tax laws, the tax impact from employee share-based payments, taxes incurred in connection to the territorial style tax system, or other items.
Six Months Ended
Net Sales (in thousands): Six Months Ended June 30, 2020 2019 % Change Uniforms and Related Products$ 135,944 $ 119,424 13.8 % Remote Staffing Solutions 18,551 17,592 5.5 % Promotional Products 101,634 44,103 130.4 % Net intersegment eliminations (2,525 ) (2,297 ) 9.9 % Consolidated Net Sales$ 253,604 $ 178,822 41.8 % Net sales for the Company increased 41.8% from$178.8 million for the six months endedJune 30, 2019 to$253.6 million for the six months endedJune 30, 2020 . The principal components of this aggregate increase in net sales were as follows: (1) an increase in the net sales of our Uniforms and Related Products segment (contributing 9.2%, of which$3.4 million (contributing 1.9%) represented the effect of differences in timing of revenue recognized under ASC 606 between periods), (2) an increase in the net sales for our Promotional Products segment (contributing 32.2%), and (3) an increase in net sales for our Remote Staffing Solutions segment after intersegment eliminations (contributing 0.4%). Uniforms and Related Products net sales increased 13.8%, or$16.5 million , for the six months endedJune 30, 2020 compared to the six months endedJune 30, 2019 . The increase was primarily due to market demand for healthcare service apparel, which resulted in an increase in net sales of$17.7 million . Additionally, COVID-19 increased demand from our customers for personal protective equipment, including face masks, isolation gowns, sanitizers and gloves, which resulted in an increase in net sales of$8.1 million during the six months endedJune 30, 2020 . These increases were partially offset by decrease in demand for uniform apparel experienced during the current year period primarily as a result of COVID-19. Shipments by our Uniforms and Related Products segment increased from$124.7 million to$137.7 million comparing the six months endedJune 30, 2020 with the prior year period. For a reconciliation of shipments by our Uniforms and Related Products segment, see "Shipments (Non-GAAP Financial Measure)" below. Remote Staffing Solutions net sales increased 5.5% before intersegment eliminations and 4.8% after intersegment eliminations for the six months endedJune 30, 2020 compared to the six months endedJune 30, 2019 . These increases were primarily attributed to providing continued services in the current year period to our customer base that was expanded during 2019. Despite the increase in net sales, overall growth during the six months endedJune 30, 2020 was negatively impacted by disruptions inMarch 2020 andApril 2020 resulting from COVID-19. 23
-------------------------------------------------------------------------------- Promotional Products net sales increased 130.4%, or$57.5 million , for the six months endedJune 30, 2020 compared to the six months endedJune 30, 2019 . The increase was primarily due to the sale of personal protective equipment, including face masks, sanitizers and gloves, which resulted in net sales of$49.7 million during the six months endedJune 30, 2020 . As a result of the COVID-19 pandemic, we have seen significant short-term opportunities within the personal protective equipment market. Additionally, continued product sales to our expanded customer base during the current year period also contributed to the net sales increase. In our core promotional products business we have not experienced the same downturn that many of our competitors have experienced as the increase in activities from customers in certain industries, such as the delivery service industry, has more than offset reduced activities from customers in other industries, such as the restaurant and entertainment industries. Cost of Goods Sold As a percentage of net sales, cost of goods sold for our Uniforms and Related Products segment was 63.7% for the six months endedJune 30, 2020 and 64.7% for the six months endedJune 30, 2019 . As a percentage of net sales, cost of goods sold remained relatively flat. The increase in cost of goods sold during the six months endedJune 30, 2020 compared to the six months endedJune 30, 2019 was primarily due to the net sales increase explained above. As a percentage of net sales, cost of goods sold for our Remote Staffing Solutions segment was 44.3% for the six months endedJune 30, 2020 and 42.0% for the six months endedJune 30, 2019 . The percentage increase was primarily driven by disruptions resulting from COVID-19. As a percentage of net sales, cost of goods sold for our Promotional Products segment was 69.2% for the six months endedJune 30, 2020 and 73.3% for the six months endedJune 30, 2019 . The percentage decrease was primarily the result of personal protective equipment sales during the six months endedJune 30, 2020 and differences in the mix of products and customers.
Selling and Administrative Expenses
Selling and administrative expenses increased 20.9%, or$11.1 million , for the six months endedJune 30, 2020 compared to the six months endedJune 30, 2019 . The increase was primarily due to an increase in bad debt expense of$4.2 million on outstanding trade accounts receivable and an increase in sales commissions as a result of record sales levels during the six months endedJune 30, 2020 , as discussed above.
As a percentage of net sales, selling and administrative expenses for our
Uniforms and Related Products segment was 28.1% for the six months ended
As a percentage of net sales, selling and administrative expenses for our Remote
Staffing Solutions segment was 37.3% for the six months ended
As a percentage of net sales, selling and administrative expenses for our Promotional Products segment was 19.9% for the six months endedJune 30, 2020 and 24.3% for the six months endedJune 30, 2019 . The percentage decrease was primarily related to the net sales increase explained above. Interest Expense Interest expense decreased to$1.5 million for the six months endedJune 30, 2020 from$2.4 million for the six months endedJune 30, 2019 . This decrease was primarily due to a decrease in LIBOR rates on our outstanding borrowings and a significant reduction in outstanding borrowings. 24 --------------------------------------------------------------------------------
Income Taxes The effective income tax rate was 21.1% and 22.2% for the six months endedJune 30, 2020 and 2019, respectively. The decrease in the effective tax rate was primarily driven by foreign taxes and foreign tax credit decreases of 5.0%, partially offset by increases of 1.8% for compensation related items, 0.9% for state income taxes and 0.3% for changes in uncertain tax positions. The effective tax rate may vary from quarter to quarter due to unusual or infrequently occurring items, the resolution of income tax audits, changes in tax laws, the tax impact from employee share-based payments, taxes incurred in connection to the territorial style tax system, or other items.
Liquidity and Capital Resources
Overview
Management uses a number of standards in measuring the Company's liquidity, such as: working capital, profitability ratios, cash flows from operating activities, and activity ratios. The strength of the Company's balance sheet generally provides the ability to pursue acquisitions, invest in new product lines and technologies and invest in additional working capital as necessary. The Company's primary source of liquidity has been its net income and the use of credit facilities and term loans as described further below. In the future, the Company may continue to use credit facilities and other secured and unsecured borrowings as a source of liquidity. Management currently believes that cash flows provided by operating activities and availability under the revolving credit facility will be sufficient to satisfy the Company's anticipated working capital requirements for the next twelve months. The Company has proactively taken steps to increase available cash on hand by targeted reductions in discretionary cash outflows. The Company may also begin relying on the issuance of equity or debt securities. There can be no assurance that any such financings would be available to us on reasonable terms. Any future issuances of equity securities or debt securities with equity features may be dilutive to our shareholders. Additionally, the cost of the Company's future sources of liquidity may differ from the costs of the Company's sources of liquidity to date. Working Capital Cash and cash equivalents decreased by$3.9 million to$5.1 million as ofJune 30, 2020 from$9.0 million onDecember 31, 2019 . Excess cash generated from operating activities during the six months endedJune 30, 2020 was used to repay outstanding borrowings under the revolving credit facility. Working capital decreased to$120.9 million atJune 30, 2020 from$142.4 million atDecember 31, 2019 . The decrease in working capital was primarily due to an increase in other current liabilities and a decrease in contract assets, partially offset by an increase in trade accounts receivable. The increase in other current liabilities was primarily driven by new activities in the current year period relating to the increased sale of personal protective equipment within our Promotional Products and Uniforms and Related Products segments as a result of COVID-19, including an increase in contract liabilities and increases in other liabilities correlated with such customer contracts. The decrease in contract assets was primarily related to the timing of shipments to customers and receipts from suppliers for finished goods with no alternative use within our Promotional Products and Uniforms and Related Products segments. The increase in trade accounts receivable was primarily due to increased net sales of personal protective equipment within our Promotional Products segment and healthcare service apparel within our Uniforms and Related Products segment. 25 --------------------------------------------------------------------------------
Cash Flows
Our cash flows from operating, investing and financing activities, as reflected in the statements of cash flows, are summarized in the following table (in thousands): Six Months Ended June 30, 2020 2019 Net cash provided by (used in): Operating activities$ 39,762 $ 6,751 Investing activities (4,893 ) (4,976 ) Financing activities (38,280 ) 1,089 Effect of exchange rates on cash (525 )
41
Net increase (decrease) in cash and cash equivalents
Operating Activities. The increase in net cash provided by operating activities during the six months endedJune 30, 2020 compared to the six months endedJune 30, 2019 was primarily attributable to the receipt of payments from new customer contracts for the sourcing of personal protective equipment needed in response to COVID-19 within the Promotional Products and Uniforms and Related Products segments. Working capital cash changes during the six months endedJune 30, 2020 included an increase of$21.0 million in accounts payable and other current liabilities and an increase of$12.3 million in trade accounts receivable. Working capital cash changes during the six months endedJune 30, 2019 included an increase of$7.2 million in trade accounts receivable. Investing Activities. Net cash used in investing activities during the six months endedJune 30, 2020 compared to the six months endedJune 30, 2019 remained relatively flat. From a long-term perspective, the Company expects to continue its ongoing capital expenditure program designed to improve the effectiveness and capabilities of its facilities and technology. The Company at all times evaluates its capital expenditure program in light of prevailing economic conditions. In the near term, the Company expects to delay certain capital expenditures relating to non-essential projects until economic conditions begin to stabilize. Financing Activities. The increase in net cash used in financing activities during the six months endedJune 30, 2020 compared to the six months endedJune 30, 2019 was primarily attributable to an increase in net repayments of$34.3 million in debt during the current year period compared to net borrowings of$5.8 million in the prior year period. Excess cash generated from operating activities during the six months endedJune 30, 2020 was used to repay outstanding borrowings under the revolving credit facility. Credit Facilities (See Note 3 to the Financial Statements) As ofJune 30, 2020 , the Company had approximately$85.5 million in outstanding borrowings under its amended and restated credit agreement (the "Credit Agreement") withTruist Bank , consisting of$7.3 million outstanding under the revolving credit facility expiring inMay 2023 ,$24.0 million outstanding under a term loan maturing inFebruary 2024 ("2017 Term Loan"), and$54.2 million outstanding under a term loan maturing inJanuary 2026 ("2018 Term Loan"). The revolving credit facility, 2017 Term Loan and 2018 Term Loan are collectively referred to as the "Credit Facilities". Obligations outstanding under the 2018 Term Loan have a variable interest rate of LIBOR plus a margin of between 0.85% and 1.65% (based on the Company's funded debt to EBITDA ratio) (1.03% atJune 30, 2020 ). Obligations outstanding under the revolving credit facility and the 2017 Term Loan generally have a variable interest rate of one-month LIBOR plus a margin of between 0.68% and 1.50% (based on the Company's funded debt to EBITDA ratio) (0.86% atJune 30, 2020 ). The available balance under the revolving credit facility is reduced by outstanding letters of credit. AtJune 30, 2020 , the Company had undrawn capacity of$67.7 million under the revolving credit facility. OnMarch 30, 2020 , the Company entered into debt deferment agreements withTruist Bank to: (i) defer contractual principal and interest payments due betweenApril 1, 2020 andJune 1, 2020 under the 2017 Term Loan and 2018 Term Loan until their respective maturity dates; and (ii) defer contractual interest payments due betweenApril 1, 2020 andJune 1, 2020 under the revolving credit facility until its maturity date. Contractual principal payments for the 2017 Term Loan are as follows: remainder of 2020 -$3.0 million ; 2021 through 2023 -$6.0 million per year; and 2024 -$3.0 million . Contractual principal payments for the 2018 Term Loan are as follows: remainder of 2020 -$4.6 million ; 2021 through 2025 -$9.3 million per year; and 2026 -$3.1 million . The term loans do not contain pre-payment penalties. 26 -------------------------------------------------------------------------------- The Credit Agreement contains customary events of default and negative covenants, including but not limited to those governing indebtedness, liens, fundamental changes, investments, restricted payments, and sales of assets. The Credit Agreement also requires the Company to maintain a fixed charge coverage ratio (as defined in the Credit Agreement) of at least 1.25:1 and a funded debt to EBITDA ratio (as defined in the Credit Agreement) not to exceed 5.0:1. As ofJune 30, 2020 , the Company was in compliance with these ratios. The Credit Facilities are secured by substantially all of the operating assets of the Company as collateral, and the Company's obligations under the Credit Facilities are guaranteed by all of its domestic subsidiaries. The Company's obligations under the Credit Facilities are subject to acceleration upon the occurrence of an event of default as defined in the Credit Agreement.
Dividends and Share Repurchase Program
During the six months endedJune 30, 2020 and 2019, the Company paid cash dividends of$1.5 million and$3.0 million , respectively. Due to the anticipated continuing impact of the COVID-19 pandemic on the Company's business, financial condition, results of operations and cash flows, the Company has elected to suspend its regular quarterly dividend until we have clearer visibility on improved macro conditions. OnMay 2, 2019 , the Company's Board of Directors approved a stock repurchase program of up to 750,000 shares of Company's outstanding common stock. There is no expiration date or other restriction governing the period over which the Company can make share repurchases under the program. All purchases under this program will be open market transactions. Under this program the Company reacquired and retired 43,458 shares of its common stock during the six months endedJune 30, 2020 . AtJune 30, 2020 , the Company's remaining repurchase capacity under its common stock repurchase program was 657,451 shares. Shares purchased under the common stock repurchase program are constructively retired and returned to unissued status. The Company considers several factors in determining when to make share repurchases, including among other things, the cost of equity, the after-tax cost of borrowing, the debt to total capitalization targets and the expected future cash needs.
Shipments (Non-GAAP Financial Measure)
In this management's discussion and analysis, we use a supplemental measure of our performance, which is derived from our financial information, but which is not presented in our financial statements prepared in accordance with generally accepted accounting principles inthe United States ("GAAP"). This non-GAAP financial measure is "shipments," and represents a primary metric by which our management evaluates customer demand. We define shipments as net sales excluding, if applicable, sales recorded with respect to contracts with customers in which there is an enforceable right to the payment for goods with no alternative use in advance of the transfer of these goods to our customers. As recognized in accordance with ASC 606, net sales generated from such contracts are recorded as of the time at which we receive the goods from our suppliers rather than at the time we transfer them to our customers. For customers to which we sell goods that have an alternative use, or customers with whom we do not have an enforceable right to payment with no alternative use, shipments and net sales are identical performance measures. We believe that sales recorded under ASC 606 are affected by changes in the Company's purchasing patterns that may not be directly aligned with customer demand. We believe that shipments, as a supplemental performance measure, tracks customer demand more closely. Shipments is not a measure determined in accordance with GAAP, and should not be considered in isolation or as a substitute for sales determined in accordance with GAAP. Shipments is used as a measurement of customer demand and we believe it to be a helpful measure for those evaluating performance of a company operating in the uniforms and related products business. However, there are limitations to the use of this non-GAAP financial measure. Our non-GAAP financial measure may not be comparable to similarly titled measures of other companies. Other companies, including companies in our industry, may calculate non-GAAP financial measures differently than we do, limiting the usefulness of those measures for comparative purposes. 27 --------------------------------------------------------------------------------
The following tables reconcile net sales to shipments of our Uniforms and Related Products segment (in thousands):
RECONCILIATION OF UNIFORMS AND RELATED PRODUCTS SEGMENT GAAP SALES TO SHIPMENTS
Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 Uniforms and Related Products net sales, as reported$ 75,842 $ 60,745 $ 135,944 $ 119,424 Adjustment: Recognition of revenue based on the timing of shipments for finished goods with no alternative use for Uniforms and Related Products net sales 2,074 3,516 1,778 5,227
Uniforms and Related Products shipments
Off-Balance Sheet Arrangements
The Company does not engage in any off-balance sheet financing arrangements. In particular, the Company does not have any interest in variable interest entities, which include special purpose entities and structured finance entities.
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