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Income Taxes
12 Months Ended
Dec. 31, 2019
Income Tax Disclosure [Abstract]  
Income Taxes

9.

Income Taxes

Income tax expense (benefit) is comprised of the following:

 

 

 

Year Ended December 31,

 

(In thousands)

 

2019

 

 

2018

 

 

2017

 

Current taxes:

 

 

 

 

 

 

 

 

 

 

 

 

Federal

 

$

9,832

 

 

$

29

 

 

$

771

 

State

 

 

2,656

 

 

 

1,857

 

 

 

373

 

Deferred taxes:

 

 

 

 

 

 

 

 

 

 

 

 

Federal

 

 

(46,972

)

 

 

20,136

 

 

 

37,565

 

State

 

 

(5,104

)

 

 

5,024

 

 

 

4,844

 

Total

 

$

(39,588

)

 

$

27,046

 

 

$

43,553

 

 

Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes.  The following table sets forth the significant components of our net deferred tax asset and liability as of December 31, 2019 and 2018:

 

(In thousands)

 

December 31,

2019

 

 

December 31,

2018

 

Deferred tax asset:

 

 

 

 

 

 

 

 

Accruals and reserves

 

$

1,913

 

 

$

769

 

Deferred compensation

 

 

787

 

 

 

496

 

Share-based payments

 

 

5,035

 

 

 

2,111

 

Lease liability

 

 

9,262

 

 

 

 

Section 163(j) interest limitation

 

 

5,647

 

 

 

 

Interest rate swap

 

 

4,147

 

 

 

 

Net operating loss carryforwards

 

 

9,301

 

 

 

9,430

 

Capital loss carryforwards

 

 

7,844

 

 

 

7,620

 

Tax credits

 

 

 

 

 

6,437

 

 

 

 

43,936

 

 

 

26,863

 

Valuation allowance

 

 

(14,435

)

 

 

(10,457

)

 

 

$

29,501

 

 

$

16,406

 

Deferred tax liability:

 

 

 

 

 

 

 

 

Property and equipment

 

$

(8,161

)

 

$

(2,600

)

Intangible assets

 

 

(170,894

)

 

 

(14,125

)

Right-of-use assets

 

 

(10,779

)

 

 

 

Prepaid expenses

 

 

(513

)

 

 

 

 

 

 

(190,347

)

 

 

(16,725

)

Net long-term deferred tax liability

 

$

(160,846

)

 

$

(319

)

 

In 2019, upon closing of the Nutrisystem Merger, we evaluated the realizability of beginning-of-the-year deferred tax assets and increased the valuation allowance on deferred tax assets related to state net operating loss carryforwards by $1.8 million. We also recorded a $0.9 million reduction in deferred tax assets related to state income tax credits.  These two adjustments increased our income tax expense for 2019 by approximately $2.7 million.   

 

At December 31, 2019, we provided valuation allowances for $2.4 million of deferred tax assets associated with our international net operating loss carryforwards, $4.2 million of deferred tax assets associated with our state net operating loss carryforwards, and $7.8 million for deferred tax assets related to capital loss carryforwards. We recorded a total increase in our valuation allowance of $4.0 million for the year ended December 31, 2019.  Of the total increase in valuation allowance for 2019, $0.8 million related to valuation allowances on deferred tax assets acquired from Nutrisystem.  The remaining increase in valuation allowance of $3.2 million, which is reflected in income tax expense, is primarily related to state net operating loss carryforwards we do not expect to utilize prior to expiration. Our valuation allowance at December 31, 2019 totaled $14.4 million.

At December 31, 2019, we had international net operating loss carryforwards totaling approximately $8.1 million, $8.0 million of which have an indefinite carryforward period, approximately $119.0 million of state net operating loss carryforwards expiring between 2021 and 2038, and approximately $30.7 million of capital loss carryforwards expiring between 2021 and 2023.    

We recorded a tax effect of $4.1 million in 2019 related to our interest rate swap agreements to stockholder’s equity as a component of accumulated other comprehensive income (loss).            

We accounted for the effects of the Tax Cuts and Jobs Act of 2017 (the “Tax Act”) as of December 31, 2017.  We recorded $5.0 million of tax expense to revalue our deferred tax assets and liabilities at the new 21% federal rate.  In 2017, our undistributed foreign earnings were subject to the mandatory deemed repatriation (“toll charge”) provision included in the Tax Act, and we repatriated these earnings during 2017.  Due to the mandatory deemed repatriation, we recorded $2.5 million of tax expense in continuing operations as of the date of enactment.  We had no undistributed earnings at December 31, 2019 or 2018 as our foreign operations are no longer active.  

The difference between income tax expense computed using the statutory federal income tax rate and the effective rate is as follows:

 

 

 

Year Ended December 31,

 

(In thousands)

 

2019

 

 

2018

 

 

2017

 

Statutory federal income tax (benefit)

 

$

(68,546

)

 

$

26,239

 

 

$

36,674

 

State income taxes, less federal income tax benefit

 

 

(5,103

)

 

 

6,261

 

 

 

5,119

 

Permanent items

 

 

1,653

 

 

 

1,496

 

 

 

1,750

 

Goodwill impairment

 

 

28,771

 

 

 

 

 

 

 

Change in valuation allowance

 

 

2,968

 

 

 

(1,005

)

 

 

 

Share-based compensation

 

 

304

 

 

 

(6,378

)

 

 

(6,441

)

Tax Act adjustments

 

 

 

 

 

 

 

 

7,442

 

Change in uncertain tax position liability

 

 

55

 

 

 

(644

)

 

 

 

Prior year tax adjustments

 

 

(494

)

 

 

(590

)

 

 

(544

)

Net impact of foreign operations

 

 

(9

)

 

 

990

 

 

 

 

State income tax credits

 

 

813

 

 

 

677

 

 

 

(447

)

Income tax expense (benefit)

 

$

(39,588

)

 

$

27,046

 

 

$

43,553

 

 

Uncertain Tax Positions

During 2019, we recorded a $1.1 million increase to unrecognized tax benefits primarily related to the unrecognized tax benefits acquired from Nutrisystem.  As of December 31, 2019, we had no unrecognized tax benefits that would affect our effective tax rate. Our policy is to include interest and penalties related to unrecognized tax benefits in income tax expense.    

The aggregate changes in the balance of unrecognized tax benefits, exclusive of interest, were as follows:

 

(In thousands)

 

 

 

 

Unrecognized tax benefits at December 31, 2017

 

$

644

 

Decreases based upon settlements with tax authorities

 

 

(644

)

Unrecognized tax benefits at December 31, 2018

 

$

 

Increases related to Nutrisystem Merger

 

 

1,006

 

Increases related to current year tax positions

 

 

8

 

Increases related to prior year tax positions

 

 

66

 

Decreases due to lapse of statute of limitations

 

 

(19

)

Unrecognized tax benefits at December 31, 2019

 

$

1,061

 

 

We file income tax returns in the U.S. Federal jurisdiction and in various state and foreign jurisdictions.  Tax years remaining subject to examination in the U.S. Federal jurisdiction include 2016 to present.