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Die finnische Snooker-Meisterschaft ist ein nationaler Wettbewerb zur Ermittlung des finnischen Meisters in der Billardvariante Snooker.

Geschichte
Die erste belegte Ausgabe 1990 gewann Jyri Virtanen, zwei Jahre später verlor er mit 0:5 gegen Robin Hull, der den Titel von Vorjahressieger Mika Karhu bekam. 1994 gewann Esa Kaikumaa zum ersten Mal die finnische Snooker-Meisterschaft, ein Jahr später besiegte Risto Värynen Ari Ratinen mit 5:3. Värynen gelang ein Jahr später auch die erste Titelverteidigung des Wettbewerbs, diesmal besiegte der Kimmo Lang mit 5:3. 1998 konnte Jyri Virtanen seien zweiten Titelgewinn perfekt machen. Ein Jahr später gewann auch Esa Kaikumaa den Titel zum zweiten Mal. Zwischen 2000 und 2003 konnte Ville Pasanen jährlich Turniersieger werden, erst 2004 beendete Kimmo Lang diese Siegesserie. Im Jahr 2005 duellierten sich zwei ehemalige Titelgewinner im Finale, Robin Hull besiegte Risto Värynen. 2005 siegte noch einmal Ville Pasanen, ehe 2007 und 2008 der Titel jeweils an Jyri Virtanen ging. Das Jahrzehnt wurde 2009 durch einen neuerlichen Finalsieg von Robin Hull abgeschlossen.

2010 gelang Hull sein vierter, 2011 sein fünfter Titel. Ein Jahr später konnte Kimmo Lang zum zweiten Mal gewinnen, ihm gelang ein 4:2-Sieg über Kim Laaksonen. Ein Jahr später stand Lang wieder im Finale, doch diesmal musste er sich Robin Hull geschlagen geben. Eine Neuauflage fand ein Jahr später statt, wieder gewann Hull. 2015 verlor Lang zum dritten Mal in Folge, diesmal mit 4:3 gegen Olli-Pekka Virho. 2016 standen zwei Finalneulinge im Endspiel, Pessi Lyyra besiegte Esa Oikarinen mit 4:3. 2017 gewann Patrik Tiihonen zum ersten Mal den Wettbewerb durch ein 4:0 über Olli-Pekka Virho. 2018 konnte Robin Hull seinen achten Titelgewinn im sechsten Finale feiern, er besiegte Antti Tolvanen mit 4:1. Im Jahr darauf gewann Jani Kananen seinen ersten Titel gegen Antti Tolvanen. 2020 und 2021 gewann wieder Rekordsieger Hull. 2022 gewann Heikki Niva seinen ersten Titel, nachdem Hull im Turnierverlauf wegen einer Lebensmittelvergiftung aufgeben musste.

Titelträger
Hinweis: Alle Angaben sind ohne Gewähr und nicht vollständig, eine dahingehende Quelle ist aktuell (Stand: Juni 2022) nicht verfügbar.

Rangliste

Einzelnachweise

Billardturnier in Finnland
Finnische Meisterschaft
Nationale Meisterschaft (Snooker)


While working temporarily in Galveston I needed a traveling companion. I visited the Houston Humane Society after seeing advertisement on TV. There I met my little girl and just fell in love. My job requires lots of travel and she goes to all my locations. She's adapted very well to hotel life and I couldn't be happier. She's always ready for an adventure!


NBA is one of those games that you pick up no matter what year it is. From last year's star-spangled "Spike Lee Joint" to being a hyper-realistic simulation of one of the most popular sports in the world. We've seen many Basketball legends throughout the years, and now you can play as almost all of them! Introducing brand-new features such as customising your own game modes and a whole host of announcers to choose from in-game, you're able to customise almost everything about your experience in NBA 2k17.
The game is almost here and there are even more improvements such as the returning MyGM and MyLeague game modes, where you are the ruling force of a basketball team and must guide them to victory! You can pick from 1 of 36 teams and put your guiding hands towards them and work your way up the ranks, on and offline! You can download other players creations and also collect virtual trading cards of those teams. Check out the latest trailer!


In a RGB color space, hex #a8add4 is composed of 65.9% red, 67.8% green and 83.1% blue. Whereas in a CMYK color space, it is composed of 20.8% cyan, 18.4% magenta, 0% yellow and 16.9% black. It has a hue angle of 233.2 degrees, a saturation of 33.8% and a lightness of 74.5%. #a8add4 color hex could be obtained by blending #ffffff with #515ba9. Closest websafe color is: #9999cc.
● #a8add4 color description : Grayish blue.
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If your engine makes a pinging or knocking noise it is likely caused by an ignition problem. This knocking and pinging occurs when fuel ignites inside the cylinder, only to have more fuel enter the cylinder immediately after. This second ignition could be caused by a number of things, including bad fuel filters o injectors, damaged spark plugs, or a poor distributor cap.
Rotating parts, like belts or brakes, make grinding or whining noises, but reciprocating parts, like pistons or tire rods, make an annoying ticking or clicking noise during operation. Listen to these noises carefully and you should be able to identify the cause. A noise when you go over speed bumps could be the sign of worn struts or sway bars. Try checking your oil if the ticking comes from the engine, it could be an incredibly easy fix.
All engines begin to make some unnatural noises over time. Wear and tear on engine parts are unavoidable, and sometimes, even idle engines can make noises that aren't quite right. Ideally one would only be able to hear the pistons going up and down. However, keep an eye out for other noises. This includes clunking, grinding, or screeching. Doing so can help you fix any issues before they get extensively worse. When you notice an issue with your vehicle, make sure to have it inspected as soon as possible. This will help to ensure it stays efficient as long as possible.


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Public Health & Policy > Medicare
Senators Press CMS on Efforts Against Provider Fraud
— Hearing turns spotlight on nonexistent addresses, repeat offenders.
by Joyce Frieden, News Editor, MedPage Today July 24, 2015
WASHINGTON -- Sen. Claire McCaskill (D-Mo.) was not happy with the response she was getting from the man whose job it is to reduce fraud in the Medicare program.
"If I had your job, one of the first things I'd want to figure out is, 'Are we getting after fraud and are we doing it well?'" McCaskill said to Shantanu Agrawal, MD, director of the Center for Program Integrity at the Centers for Medicare and Medicaid Services. "One of the first things I'd want to ask is 'How much did we recover in fraud; how much fraud has been identified over the last 10 years, are we doing better or worse?' So I'm puzzled as to why this isn't something you're curious about."
Agarwal was one of three witnesses testifying Wednesday at a Senate Special Committee on Aging hearing entitled, "The Doctor's Not In: Combatting Medicare Provider Enrollment Fraud." In response to a question about the exact dollar amount of fraud being committed against the Medicare program, Agarwal told McCaskill that the answer "is absolutely something we are working to know."
He said that CMS looks at a variety of indicators to figure out how much fraud is being committed, including where the cases are the agency is spending most of its time on, what kind of cases are they, different utilization areas, and the overall costs to Medicare. "There are a variety of indicators we use to make sure we're focused in the right area and spending our resources wisely."
The hearing was held the same day as the release of a report from the Government Accountability Office (GAO) which found CMS lacking in some areas of fraud control in the Medicare program. Among other things, the report found that "about 23,400 of 105,234 (22%) of practice location addresses are potentially ineligible" and include mailboxes at UPS stores.
Auditors also found that "147 out of about 1.3 million physicians listed as eligible to bill Medicare who, as of March 2013, had received a final adverse action from a state medical board for crimes against persons, financial crimes, and other types of felonies but were either not revoked from the Medicare program until months after the adverse action or never removed."
Bad Addresses
Provider addresses were a particular point of contention during the hearing. Committee chair Sen. Susan Collins (R-Maine) noted that similar location issues had cropped up back in 1998 during a series of hearings she chaired. "Those hearings uncovered dramatic examples such as payments of $117,000 to two so-called 'physicians' whose address was actually a laundromat in Brooklyn," she said. "Also, $6 million was paid to durable medical equipment companies who supposedly were headquartered in the middle of a runway at Miami International Airport."
"Seventeen years later, I am dismayed to learn improper payments still flowing to con artists who bilk the system from fictitious locations ... One turns out to be a burger joint, another, a vacant lot."
Agrawal noted that those last two examples were "of limited-risk providers that had moved and had not billed the program in over a decade." But Sen. Collins challenged him on the issue.
"That comment bothered me greatly ... because it was so dismissive of the concern that brings us here today," she said, noting that although a GAO site visit found the lot to be vacant last December, the provider was successfully revalidated at that address by CMS the following month. "Does that not mean that the provider remained eligible to bill Medicare in the future from that lot?"
"That is the risk," responded Seto Bagdoyan, director of audit services at the GAO and another witness testifying at the hearing.
Licensure Issues
In his testimony, Bagdoyan said that in several areas -- including screening for deceased or excluded providers -- CMS seemed to be doing a good job of ferreting out fraud, but in other areas, such as address verification and checking for adverse licensure actions, the agency needed to step up its game.
"In 2014, CMS began providing licensure information for [its outside] contractor reviews," Bagdoyan noted. "While this is a good first step, it only includes current information" and also doesn't include actions taken in states other than the one where the provider is currently working."
"We recommend that CMS collect additional licensure information to be sure they report final adverse actions," he said, noting that CMS has said it agreed with that recommendation.
Repeat Offenders
Sen. Elizabeth Warren (D-Mass.) pressed Agrawal on another topic: providers who stayed in the program despite repeated transgressions. "Instead of kicking big-time bad actors out of Medicare, the government settles with a fine and the company enters into a corporate integrity agreement," she said.
Warren cited the case of Tenet Health, a $5.8 billion corporation with 81 hospitals and several hundred outpatient centers. "In 1994, [Tenet] paid a $379 million fine for illegal kickbacks to doctors, and signed a corporate integrity agreement. Then in 2006, Tenet got caught fraudulently billing Medicare and paying illegal kickbacks to doctors, and paid a $900 million fine."
"In 2012, Tenet admitted breaking the law again, and paid a $42 million fine. Just a year later, they got a $4 million slap on wrist for misconduct," she continued. "So if a big company can commit major fraud and be fined and promise to be good, and move on, I'm not sure there's an incentive not to break the law. When is it that you say, 'Enough is enough'?"
Agrawal responded that settlements are not handled by his office but by the Justice Department and the Health and Human Services Office of Inspector General (OIG); however, he added, CMS has referred thousands of cases to the OIG for further investigation. "From our perspective, there's no such thing as 'Too big to fail,'" he said. "We have kicked out of the program larger institutional providers."
Warren did not seem satisfied. "This suggests to me that whatever it is they're doing or you're doing is not getting us where we need to be," she said. "Taxpayers are losing a lot of money over this."

redpajama_set_name: RedPajamaCommonCrawl


Hello! Last week when I posted my Large DIY Metal Pegboard Command Center I promised at the end of the post that I would be sharing a fun and easy project at the end of the week...and then I didn't.
As usual life got a little crazy and while I liked my project, I thought it still needed tweeking, so I put it on hold for a few days to think, and now I am ready to share it with you today. My Decorative Triangle Tray!
So cute, I love it! It really is easy, so don't let the triangle fool you! Let's get started, all you need are some scrap 1x2's and scrap 1/2" plywood to make your cuts.
I began by cutting two of my scrap 1x2's at a 45 degree angle on only ONE side, the other side got a straight cut. Please note that one of the 1x2's will be 3/4" longer than the other one, and the measurement I give you above is from the straight end to the long end of the miter cut.
I made this tray a specific size so I could fit it in my Corner Cabinet Makeover but you could easily adjust the measurements to fit your needs. I have added mine above.
Once I sanded my pieces I came inside, because it was way below freezing, and used my favorite gorilla wood glue on my cut ends.
Then I busted out my Ryobi nail gun and secured all the sides from every angle. LOVE this tool, it makes me happy!
It fit! Okay...one side wasn't too straight, my fingers were numb by this point (see it on the right side in the photo?). I wasn't too worried I knew some wood filler could fix it. After I sanded it really well I came back into the warm kitchen and glued and nailed it into the triangle. Then I filled in those cracks with wood filler.
To finish it I used the vinegar and steel wool method I used on my Camping Crate. I added some felt pads to the bottom and I was done.
I added some texture to the natural stain with some white paint and a chip brush. I loaded and unloaded the brush with paint, and then lightly brushed it on the tray. For spots where I added too much paint, I wiped it off with a wet paper towel. My friend Elisha has a great tutorial on how to create this Weather Wood Finish, and I have used it several times. It is nice because you can do as little or as much as you want.
Next, up I came up with a method for making some metal braces to add an industrial look to my tray. I got this idea from my Large Rustic Clock I made a few months back, and knew it would be easy to do.
I grabbed some left over sheet metal/tin and marked it in strips to the width I wanted. You can buy this at Home Depot. Then I used my tin snips to cut the strips. I bent one on a front corner of the tray and it looked good.
I measured and cut it to the length I wanted and took all three pieces out to get a light coat of metallic oil rubbed bronze spray paint. Yes, it is now above freezing and I am soooo happy!
To attach my new corner braces to my tray I used hot glue. Then I used a common nail to puncture the tin. After that it was easy to nail in my carpet tacks and I was done!
I think it made a huge difference and gave my little decorative triangle tray some character! Yippee!
The plywood took the natural stain differently and I love the contrast.
I think this tray would look really cute on a desk or table, it is fun to have a different shape.
Since I had minimal succulents I threw in these wood balls things...not sure it was the best option, but when it is the only one you have...it works!
Thank you so much for stopping by and I hope you have a wonderful week!
Love Tray Projects? Check out more below!
Hey Mindi! I love it! It's so refreshing to see a unique tray!
Love your newest tray, Mindi! The shape and metal decorative details are my favorite. You always come with such cute unique ideas and the pictures made them look like straight from a magazine!
This is too cute! Now, I not what to do with my scrap sheet metal and carpet nails! I thought you bought L brackets! lol Mindi, that is very creative. I need to try adding white paint with a chip brush sometime. I really like how it adds a rustic finish.
Such a cute tray, Mindi! Great way to use up scrap wood. I have a little mitre box, but I would love to make one of these for our deck.
I really love the look the homemade brackets give to the tray. Great idea! Thank you for sharing at Merry Monday!
What a unique project and I LOVE the metal corners! I believe I will have to "craftlift" that idea and soon.
What a great project! I'd love for you to come over and share your post at my linky party!
I think this is the first triangle tray I've seen. Love the addition of the metal edges. Thumbs up!!!
what a fun and unusual shape. Fits in their so nicely! Thanks for sharing with SYC.
What an awesome tray! Featuring you tomorrow at Work It Wednesday, hope to see you back!
Mindi! I love this tray, it's perfect for those little plants. Catching you!!
Hi Mindi! I love your triangle tray. It turned out really nice, and looks perfect in the little triangular cabinet. I use the same magic measure to age my wood, it works great. I like how you went back and added just a little white. And love your metal bracket, they look great. I will have to remember that. I think your like wood ball things look great in with the succulents!


GARFIELD HOUSE, EGLISH ROAD, DUNGANNON | Tom Henry & Co.
MAY BE FURNISHED TO SUIT.
MOST USEFUL YARD WITH OUTBUILDING.
QUIET YET CONVENIENT LOCATION JUST A SHORT DRIVE FROM M1 INTERSECTION, TESCO, DUNGANNON TOWN, ETC.
THIS WELL MAINTAINED 3 BEDROOM, 2 RECEPTION ROOM, PERIOD RESIDENCE IS SET JUST OFF THE MAIN EGLISH - GRANVILLE ROAD AND BOASTS CHARM OF A BYGONE ERA WITH RURAL TRANQUILITY AND TOWN CONVENIENCE.
"PERFECT FOR THOSE SEEKING PEACE & QUIET"
IN ORDER TO VIEW THIS PROPERTY PLEASE COMPLETE AND RETURN TENANT APPLICATION FORM ATTACHED OR FOR FURTHER INFORMATION PLEASE CONTACT OUR OFFICES.
PLEASE NOTE: VIEWING IS STRICTLY ON COMPLETION OF APPLICATION FORM AT THE LANDLORDS REQUEST.


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Worthy Japanese game(s) to play?
SOCOM US Navy Seals Tactical Strike anyone?
Which game shall I play next?
Hey guys what are some good "portable firendly" PSX games?
Anyone actually get through FFVII on PSP?
FF7 Before Crisis coming To PSP???
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Front Mission 3 - Locking up?
when are this games out?
any good majong game on psp?
Anyone recommend a good current released UMD Game?
After Burner or heat seeker, which is better?
ATV Offroad Fury Cheats or Game Saves?
Anyone Fix FF8 with the ID change?
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SWAT: Target Liberty Trailer !!New!!
List of PSX games that prompt saves before disk changes?
Playing UEFA CHAMPIONS LEAGUE ONLINE....Do I need the original game??
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Fast and the Furious help..
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Teh GoW PSP: Chains of Olympus!
Games for second grade kid?
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text:
Tag: Championships
Fin On Topper The World
After the selection in both Topper 4.2 squad and the south east zone squad, Fin Swanton has become the latest topic of discussion in the sailing club. The 14 year old has spent over 9 months traveling in and around UK for training sessions and several national sailing events.
Fin Swanton is the member of the Felpham Sailing Club and he was on the Topper World Championship recently in Ballyholme, in Northern Ireland. There were sailors from distinct countries in the event that included Australia, Japan, South Africa and China. With over 200 boats making an entry and 5 days of the race was indeed quite a competitive one. The decision had to be made to take a step ahead from 4.2 sail which is most commonly applied for lighter sailors to full 5.3. This was a larger fleet when compared to the others. The fact that there was a prize of a week's Scotland Yacht Charter only added to the attractiveness of taking part.
It was an exciting week, although the wind conditions were a bit frustrating. But, it gave a great opportunity to Fin to practice extensively for a tough 6 day series in North Berwick. The shifty wind and strong fog made him lose the qualification in the gold fleet by 3 places. The races took place despite of being in water for over 6 hours at a stretch in water daily. Keep reading


Sam Ricketts reflects on Town's away win over Peterborough United.
Shrewsbury Town ran out 2-1 winners over Peterborough United at the ABAX Stadium.
Town secured the win with first-half goals from Tyrese Campbell and Ollie Norburn.
Sam was delighted with the win and hopes to see his team build on the result.
"I am obviously delighted with the win," said Sam. "It has been really good to get a weeks training.
"It's only the second time I have had a Saturday – Saturday game. You could see that in patches.
"I would have loved to have ran away with the game and scored a third goal and see the game out.
"On the same hand, you see the players determination and character all the way up until the end.
"Maddison, at this level, has got a Premier League delivery in his set pieces and you could see that in their goal.
"I was disappointed to concede off a set piece and it's something I really want to knuckle down on and avoid it happening.
Sam was pleased with the contributions from Tyrese Campbell and hopes to see the young forward keep on netting goals.
"Tyrese has a calmness in front of goal," said Town's manager. "He can pass the ball into little corners.
"It was a well worked routine and it was an expert finish into the bottom corner. It was a really, really good goal.
"This game brings us back on to what we have been working on at the training ground.
"The players training this week has been excellent and we have had two of the best days since I have been here.


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Q: Getting attribute data from one dataset to another In the image below you can see two shapefiles: NYC building footprints (outlined), and underneath a PLUTO shapefile rendered with a categorized blue gradient using the "Floor Number" column. The Building Footprint dataset does not have floor number info and the PLUTO dataset doesn't have buildings, just lots.
How can I use QGIS to get the number of floors data from the PLUTO shapefile into the Building Footprints table without having to do it manually, building by building?

A: In QGIS there is a toolbox, you will need to open this. Go to Processing menu and select toolbox.
It is really good to have a unique attribute on the polygons to allow attribute joining at the last step, to do this if you don't already have one, add a field and field calculate to $rownum:

To convert polyogns to centroids use the polygon centroids tool:

This will put a point roughly in the centre of each polygon with all of the attributes from the polygon (if you have a unique identifier this would be great).
Then intersect the centroids with the PLUTO layer:

Which will add the attributes of the polygon in the PLUTO layer that the point (centroid) falls in.
To get the attributes from the intersected centroids back to the building polygons either Attribute Join if you have a unique identifier for the buildings or Spatial Join if there is no unique identifier. In an attribute join open the attribute table and field calculate, the joined records will have the layer name and an underscore before the fields.
As was mentioned earlier the centroid will only match with one polygon in your PLUTO layer; if the building is across two PLUTO polygons it will only have the value of one of these polygons.
Warning centroids are not guaranteed to be within polygons. In certain rare instances the centroid may fall outside (Thanks for reminding me about that ChrisW):

There is a suggested workaround involving creating random points but this would introduce new problems. I suggest intersecting the centroids with the buildings and anywhere where the unique IDs don't match fix manually by moving the centroid to the visual centre of the building but well inside. Normally the number of points on man-made features that would need to be edited is around 1%; people tend to build boxes, only rare instances have voids or are unusually shaped enough for the centroid to fall outside. Natural features on the other hand you can expect to edit between 10 and 50 percent as the shapes tend to be more organic.

A: As the comment notes to transfer data between datasets cleanly you need a one to one relationship which you'll have to evaluate the best geoprocessing method (ie clip/join/etc) once you have that figured out the best method will likely be converting whichever dataset you want to sample from using zonal statistics to extract the value from the raster into the target vector dataset

redpajama_set_name: RedPajamaStackExchange


openbsd user - ports - math/graphviz: New license and unsafe use of tmp files.
math/graphviz: New license and unsafe use of tmp files.
agree to the (now old) license when building the port.
Re: math/graphviz: New license and unsafe use of tmp files.
filename to 1 out of 10,000), see below.
fix that uses mktemp(1)? Or we simply ignore it.


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Romelu Lukaku to sign new Everton deal but may leave in summer
Goodison Park club expects to be busy in January transfer window
Wed, Dec 21, 2016, 23:02
Everton's Romelu Lukaku is closed down by Dejan Lovren in the Merseyside derby against Liverpool. Photograph: Carl Recine/Reuters
Romelu Lukaku's agent, Mino Raiola, has said the striker has agreed "99.9 per cent" of a new contract with Everton but that the player's future at Goodison Park will be reassessed in the summer.
Everton have been in talks over a contract extension for Lukaku since August and Ronald Koeman last week said that deals for the Belgium international and Ross Barkley would be addressed in the new year. Lukaku has two and a half years remaining on the five-year contract he signed when becoming Everton's record £28m signing in July 2014. His progress as the club's leading goalscorer, however, will see him rewarded with enhanced and extended terms worth around £100,000 a week.
"We are talking to the club in a good spirit so we are very hopeful," said Raiola, who met Everton's majority shareholder, Farhad Moshiri, and chairman, Bill Kenwright, at the Merseyside derby on Monday. "There are no problems on the way that I foresee. I don't see any big problems. It is a question of putting the details on the paper."
Raiola, who was speaking to TalkSport on Wednesday, has established a good working relationship with Moshiri and Kenwright. But a new long-term contract for his client does not necessarily translate into a long-term commitment from a striker who has made no secret of wanting Champions League football.
Everton placed a prohibitive £60 million price-tag on the 23-year-old in the summer, sufficient to ward off interest from his former club Chelsea and keep Lukaku at Goodison for Koeman's debut campaign as manager. The striker has responded with nine goals and three assists but Raiola, who could avoid a repeat of last summer should Everton agree to a release clause in the new contract, admits Lukaku's position will be reviewed at the end of the season.
"With Everton, we have 99.9 per cent reached terms," the agent said. "If Romelu is good enough, strong enough, to move in the next year then we will talk to Everton about it. It is a very good relationship at the moment. We know what both parties want. Everton is going through a transition from a club that was maybe aiming for Europa League and now they are more ambitious and maybe in the near future will go into the Champions League or maybe even win the Premier League at a certain stage. For sure, it is an interesting club in England. "
Raiola added: "In football, you can't look too much in front. You need to take it one transfer window at a time. For now, we are agreeing terms and then we will see in the summer what happens and how the situation is. If there is an interest from both parties to move on, then we will talk with the club, but at this point we only have one objective and that is to perform as well as possible for Everton."
The Goodison club are expected to be active in the January transfer window, with the Manchester United pair Morgan Schneiderlin and Memphis Depay high on the list and Charlton Athletic's 19-year-old forward Ademola Lookman another target. Everton announced a loss of £24.3 million for 2015-16 in accounts posted at the weekend but also that Moshiri had since provided an £80 million interest-free loan. That has been used to pay off other loans totalling £54.8 million plus the costs of sacking Roberto Martínez and his backroom staff mid-contract last season.
Martínez's successor admits the Everton squad needs surgery in the next two transfer windows to achieve the club's long-term aims. Koeman said: "We know that due to the people we have inside the club that this is a project which is for the long term and it does not mean that you are fighting for trophies within six months of arriving at a new club.
"We need to invest not only in January but also in the next summer transfer window. I believe that the club are aware of this and that I will receive the time. But it is not easy to get time within football these days." Guardian service
Bill Kenwright
Farhad Moshiri
Morgan Schneiderlin
Ross Barkley
Everton F.C.
Robert Snodgrass rejects new Hull contract and targets January exit
Joey Barton back at Burnley and in the last-chance saloon
Jamie Vardy decision highlights poor FA appeals procedure
Jose Mourinho on dropping players, a new contract and China
Former army man jailed for burglary of Wayne Rooney's house
Manchester United closing in on Benfica's Victor Lindelof
Football abuse scandal: Victims may be as young as four
Scott Sinclair strike squeezes Celtic past Thistle
Leicester will be without suspended Jamie Vardy until 2017
Manchester United open to extending José Mourinho stay despite rocky start
The Offload: Young Will Hickey making progress
1 Manchester City 22 56
2 Liverpool 21 45
3 Chelsea 22 43
4 West Ham United 22 37
5 Arsenal 20 35
6 Tottenham Hotspur 18 33
7 Manchester United 20 32
8 Wolverhampton Wanderers 20 31
9 Brighton & Hove Albion 20 28
10 Leicester City 18 25
11 Crystal Palace 21 24
12 Southampton 21 24
13 Aston Villa 20 23
14 Brentford 21 23
15 Leeds United 20 22
16 Everton 19 19
17 Watford 19 14
18 Norwich City 21 13
19 Newcastle United 20 12
20 Burnley 17 11
Full English Soccer standings
The Offload: Young Will Hickey making progress 10:30
John O'Sullivan


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Perhaps the most pressing task for the first settlers in Auroville was to discover and implement methods of regenerating the eroded land. Over the past two decades of effort, Aurovilians have evolved and developed sustainable and effective techniques.
The key is an integrated water and soil conservation program. In the past, the monsoons would wash over the barren land, carrying topsoil to the ocean and creating deep ravines and gullies.
The first step in halting that trend was planting trees to stabilize the soil, retain moisture, provide shade, and replenish soil nutrients. Over two million forest trees, nut and fruit trees, hedges, and shrubs have been planted on the acreage available for development.
A second important technique for halting erosion was contour bunding. In bunding, interlocking grids of earth mounds enclose areas of land, preventing runoff and allowing rainwater to percolate down to replenish the water table. Extensive bunding has been carried out over each of the watersheds in Auroville.
At some of the largest gullies, check dams have been built, creating reservoirs and preventing further runoff.
Additionally, Auroville has adopted pesticide-free organic gardening to complement the protection of scarce soil and water resources.
Since Auroville land and village land are intermingled, this development has aroused the interest of local farmers in adopting new practices of land use and restoration as well as organic farming techniques. In recent years, Auroville has increasingly involved itself in educational outreach with villagers through informal exchanges of seeds and information, as well as through organized seminars and training sessions in Auroville with the participation of local and state forestry departments. These sessions draw participants from all over India.
Because of its national recognition in the environmental field, Auroville has been invited both as a consultant and initiator for afforestation programs in other states. See also the environmental page on the Auroville site.


text:
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☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2020
☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ___ to ___
Commission File Number: 001-37527
XCEL BRANDS, INC.
(State or Other Jurisdiction of
Incorporation or Organization)
1333 Broadway, 10th Floor, New York, NY 10018
(Issuer's Telephone Number, Including Area Code)
Trading Symbol
Name of each exchange on which registered
Common Stock, $0.001 par value per share
XELB
NASDAQ Global Market
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.
Large accelerated filer ☐
Accelerated filer ☐
Non-accelerated filer ☒
Smaller reporting company ☒
Indicate by a check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒
As of August 7, 2020, there were 19,231,040 shares of common stock, $.001 par value per share, of the issuer outstanding.
PART I - FINANCIAL INFORMATION
Item 1.
Unaudited Condensed Consolidated Statements of Operations
Unaudited Condensed Consolidated Statements of Stockholders' Equity
Notes to Unaudited Condensed Consolidated Financial Statements
Management's Discussion and Analysis of Financial Condition and Results of Operations
Quantitative and Qualitative Disclosures About Market Risk
Controls and Procedures
PART II - OTHER INFORMATION
Item 1A.
Unregistered Sales of Equity Securities and Use of Proceeds
Defaults Upon Senior Securities
Mine Safety Disclosures
PART 1. FINANCIAL INFORMATION
Xcel Brands, Inc. and Subsidiaries
Trademarks and other intangibles, net
Total non-current assets
Accounts payable, accrued expenses and other current liabilities
Accrued payroll
Current portion of operating lease obligation
Long-Term Liabilities:
Long-term portion of operating lease obligation
Long-term debt, less current portion
Contingent obligation
Deferred tax liabilities, net
Preferred stock, $.001 par value, 1,000,000 shares authorized, none issued and outstanding
Common stock, $.001 par value, 50,000,000 shares authorized, and 19,231,040 and 18,866,417 shares issued and outstanding at June 30, 2020 and December 31, 2019, respectively
Paid-in capital
Total Xcel Brands, Inc. stockholders' equity
Noncontrolling interest
See Notes to Unaudited Condensed Consolidated Financial Statements.
For the Three Months Ended
For the Six Months Ended
Net licensing revenue
Cost of goods sold (sales)
Operating costs and expenses
Salaries, benefits and employment taxes
Other design and marketing costs
Other selling, general and administrative expenses
Government assistance - Paycheck Protection Program
Property and equipment impairment
Gain on reduction of contingent obligation
Total other income
Operating (loss) income
Interest and finance expense
Interest expense and other finance charges
Loss on extinguishment of debt
Total interest and finance expense
(Loss) income before income taxes
Income tax provision (benefit)
Net (loss) income
Less: Net loss attributable to noncontrolling interest
Net (loss) income attributable to Xcel Brands, Inc. stockholders
(Loss) earnings per share attributable to Xcel Brands, Inc. common stockholders:
Basic net (loss) income per share:
Diluted net (loss) income per share:
Weighted average number of common shares outstanding:
Basic weighted average common shares outstanding
Diluted weighted average common shares outstanding
(in thousands, except share data)
Xcel Brands, Inc. Stockholders
(Accumulated
Noncontrolling
Deficit)
Issuance of common stock in connection with the acquisition of Halston Heritage
Compensation expense in connection with stock options and restricted stock
Balance as of March 31, 2019
Shares issued to employees in connection with restricted stock grants
Balance as of June 30, 2019
Shares issued to executive in connection with stock grants for bonus payments
Shares repurchased from executive in exchange for withholding taxes
Shares issued to employees in connection with stock grants
Shares repurchased from employees in exchange for withholding taxes
Additional investment in Longaberger Licensing, LLC by non-controlling interest holder
For the Six Months Ended June 30,
Cash flows from operating activities
Adjustments to reconcile net (loss) income to net cash provided by operating activities:
Depreciation and amortization expense
Amortization of deferred finance costs
Amortization of note discount
Deferred income tax (benefit) provision
Changes in operating assets and liabilities:
Cash paid in excess of rent expense
Cash flows from investing activities
Cash consideration for acquisition of Halston Heritage assets
Purchase of property and equipment
Cash flows from financing activities
Shares repurchased including vested restricted stock in exchange for withholding taxes
Payment of deferred finance costs
Payment of long-term debt
Net cash (used in) provided by financing activities
Net increase (decrease) in cash, cash equivalents, and restricted cash
Cash, cash equivalents, and restricted cash at beginning of period
Cash, cash equivalents, and restricted cash at end of period
Reconciliation to amounts on consolidated balance sheets:
Total cash, cash equivalents, and restricted cash
Supplemental disclosure of non-cash activities:
Operating lease right-of-use asset
Operating lease obligation
Accrued rent offset to operating lease right-of-use assets
Settlement of seller note through offset to receivable
Settlement of contingent obligation through offset to note receivable
Issuance of common stock in connection with Halston Heritage assets acquisition
Contingent obligation related to acquisition of Halston Heritage assets at fair value
Liability for equity-based bonuses
Amount due from non-controlling interest for capital contribution
Supplemental disclosure of cash flow information:
Cash paid during the period for income taxes
Cash paid during the period for interest
1. Nature of Operations, Background, and Basis of Presentation
The accompanying condensed consolidated balance sheet as of December 31, 2019 (which has been derived from audited financial statements) and the unaudited interim condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States ("GAAP") for interim financial information and pursuant to the instructions to Form 10-Q and Article 8 of Regulation S-X promulgated by the United States Securities and Exchange Commission ("SEC"). Certain information or footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted, pursuant to the rules and regulations of the SEC for interim financial reporting. Accordingly, they do not include all the information and footnotes necessary for a comprehensive presentation of financial position, results of operations, or cash flows.
In the opinion of management, the accompanying unaudited condensed consolidated financial statements were prepared following the same policies and procedures used in the preparation of the audited consolidated financial statements and reflect all adjustments (consisting of normal recurring adjustments) necessary to present fairly the results of operations, financial position, and cash flows of Xcel Brands, Inc. and its subsidiaries (the "Company" or "Xcel"). The results of operations for the interim periods presented herein are not necessarily indicative of the results for the entire fiscal year or for any future interim periods. These unaudited condensed consolidated financial statements should be read in conjunction with the Company's Annual Report on Form 10-K for the year ended December 31, 2019, as filed with the SEC on April 14, 2020.
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 brands (the "Isaac Mizrahi Brand"), the Judith Ripka brands (the "Ripka Brand"), the Halston brands (the "Halston Brands"), the C Wonder brands (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 designs, produces, markets, and distributes products, and in certain cases, licenses its brands to third parties, and generates licensing fees. The Company and its licensees distribute through a ubiquitous-channel retail sales strategy, which includes distribution through interactive television, the internet, and traditional brick-and-mortar retail channels.
Recently Adopted Accounting Pronouncements
The Company adopted Accounting Standards Update ("ASU") No. 2018‑13, "Fair Value Measurement (Topic 820): Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurement," effective January 1, 2020. 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." The adoption of this new guidance did not have any impact on the Company's results of operations, cash flows, and financial condition.
2. Trademarks and Other Intangibles
Trademarks and other intangibles, net consist of the following:
Gross Carrying
Net Carrying
($ in thousands)
Trademarks (indefinite-lived)
Trademarks (finite-lived)
Other intellectual property
Copyrights and other intellectual property
Amortization expense for intangible assets was approximately $1.14 million for the three-month period ended June 30, 2020 (the "current quarter") and was approximately $0.83 million for the three-month period ended June 30, 2019 (the "prior year quarter"). Amortization expense for intangible assets was approximately $2.28 million for the six-month period ended June 30, 2020 (the "current six months") and was approximately $1.60 million for the six-month period ended June 30, 2019 (the "prior year six months").
Effective January 1, 2020, the Company determined that the Ripka Brand, inclusive of all its trademarks, has a finite life of 15 years, and is amortized on a straight-line basis accordingly. Prior to January 1, 2020, the Ripka Brand trademarks were considered indefinite-lived assets.
The trademarks related to the Isaac Mizrahi Brand have been determined to have indefinite useful lives and, accordingly, no amortization has been recorded for these assets.
3. Significant Contracts
QVC Agreements
Under the Company's agreements with QVC, QVC is required to pay the Company fees based primarily on a percentage of its net sales of Isaac Mizrahi, Ripka, and H Halston branded merchandise. QVC royalty revenue represents a significant portion of the Company's total revenues.
● Total revenues from QVC totaled $4.04 million and $5.94 million for the current and prior year quarter, respectively, representing approximately 81% and 65% of the Company's total net revenues for the current and prior year quarter, respectively.
● Total revenues from QVC totaled $8.74 million and $12.77 million for the current and prior year six months, respectively, representing approximately 60% and 66% of the Company's total net revenues for the current and prior year six months, respectively.
● As of June 30, 2020 and December 31, 2019, the Company had receivables from QVC of $3.94 million and $4.33 million, respectively, representing approximately 60% and 41% of the Company's total receivables, respectively.
4. Allowance for Doubtful Accounts
Accounts receivable are presented on the Company's condensed consolidated balance sheets net of allowances of $793,000 and $155,000 as of June 30, 2020 and December 31, 2019, respectively. The Company recognized bad debt expense of $472,000 and $0 for the current quarter and prior year quarter, respectively, and recognized bad debt expense of $683,000 and $(144,000) for the current six months and prior year six months, respectively.
Included within these amounts, the current quarter and current six months reflect $472,000 and $586,000, respectively, of bad debt expense related to the bankruptcy of a large retail customer due to the novel coronavirus disease pandemic. The total allowance of $586,000 against such customer's outstanding receivable balance of $1,172,000 million at June 30, 2020 represents management's best estimate of collectibility, based on information currently available.
5. 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's office leases have remaining lease terms of approximately 2 years to 8 years.
Under GAAP, a lessee is generally required to recognize a liability for its obligation 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. The Company determines if an arrangement is a lease at inception. Operating leases are recorded in operating lease ROU assets, current portion of operating lease liabilities, and long-term operating lease liabilities on the Company's condensed consolidated balance sheets. The Company does not recognize lease liabilities and ROU assets for lease terms of 12 months or less, but recognizes such lease payments in net income on a straight-line basis over the lease terms.
Operating lease ROU assets and lease liabilities are recognized at commencement date based on the present value of lease payments over the lease term. As most of the Company's leases do not provide an implicit rate, the Company generally uses its incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments. 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 recognized on a straight-line basis over the lease term.
For the current and prior year quarter, lease expense included in selling, general and administrative expenses on the Company's unaudited condensed consolidated statements of operations was $0.4 million. For the current and prior year six months, lease expense included in selling, general and administrative expenses on the Company's unaudited condensed consolidated statements of operations was $0.8 million.
As of June 30, 2020, the weighted average remaining operating lease term was 6.4 years and the weighted average discount rate for operating leases was 6.3%.
Cash paid for amounts included in the measurement of operating lease liabilities was $0.6 million in the prior year quarter, $0.6 million in the current six months, and $1.2 million in the prior year six months. No such cash payments for operating lease liabilities were made during the current quarter, and the $0.6 million amount of such payments due to lessors are recorded as accounts payable in the Company's unaudited condensed consolidated balance sheet at June 30, 2020. The Company intends to settle or otherwise satisfy such obligations in subsequent periods.
As of June 30, 2020, the maturities of lease liabilities, excluding the aforementioned amounts reflected as accounts payable, were as follows:
Remainder of 2020
Total lease payments
Less: Discount
Present value of lease liabilities
Current portion of lease liabilities
Non-current portion of lease liabilities
6. Debt
The Company's net carrying amount of debt was comprised of the following:
Xcel Term Loan
Unamortized deferred finance costs related to term loan
Economic Injury Disaster Loan
On February 11, 2019, the Company entered into an amended loan agreement with Bank Hapoalim B.M. ("BHI"), 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 Xcel Term Loan agreement, the Lenders 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 was divided under the Xcel Term 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 terms and conditions of the Xcel Term Loan resulted in significantly different debt service payment requirements compared with the prior term debt with BHI. Management assessed and determined that this amendment resulted in a loss on extinguishment of debt and recognized a loss of $0.2 million (consisting of unamortized deferred finance costs) during the prior year quarter. Upon entering into the Xcel Term Loan, Xcel paid an upfront fee in the amount of $0.09 million to BHI.
The Xcel Term Loan also allows that BHI and any other lender party to the Xcel Term Loan (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 Xcel Term Loan. 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.
On April 13, 2020, the Company 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 permitted 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.
On August 18, 2020, the Company further amended its Second Amended and Restated Loan and Security Agreement with BHI. Under this amendment, the amounts of the quarterly installment payments due throughout 2021 were reduced, and 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. There were no changes to the total principal balance, interest rate, or maturity date.
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 Xcel Term Loan shall terminate no later than one year following the date of issuance thereof.
The remaining principal balance of the Xcel Term Loan, as amended, outstanding at June 30, 2020 is payable in fixed installments as set forth in the following table, plus the variable payments as described below:
Installment Payment Dates
September 30, 2020 and December 31, 2020
March 31, 2021, June 30, 2021, September 30, 2021, and December 31, 2021
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 $4.45 million as of March 31, 2022, any such shortfall must be repaid at that date.
Thus, the aggregate remaining annual scheduled principal payments under the Xcel Term Loan are as follows:
Amount of
Year Ending December 31,
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. 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.
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.
The Xcel Term Loan contains customary covenants, including reporting requirements, trademark preservation, and the following financial covenants of Xcel (on a consolidated basis with Xcel and 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 $3.0 million through December 31, 2020, at least $2.5 million for the fiscal quarters ending March 31, 2021 through September 30, 2021, at least $3.0 million for the fiscal quarter ending December 31, 2021, and at least $5.0 million thereafter;
● EBITDA shall not be less than $5.0 million for the twelve fiscal month period ended March 31, 2020, $4.8 million for the twelve fiscal month period ending June 30, 2020, and $5.0 million for the twelve month fiscal period ending September 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
December 31, 2020, March 31, 2021, June 30, 2021, September 30, 2021, and December 31, 2021
March 31, 2022, and thereafter
● capital expenditures (excluding any capitalized compensation costs) shall not exceed $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 below:
Maximum Leverage Ratio
March 31, 2022 and each Fiscal Quarter end thereafter
The Company was in compliance with all applicable covenants as of June 30, 2020.
For the current and prior year quarter, the Company incurred aggregate interest expense related to term loan debt of approximately $285,000 and $326,000, respectively. For the current six months and prior year six months, the Company incurred aggregate interest expense related to term loan debt of approximately $572,000 and $586,000, respectively. The effective interest rate related to term loan debt was approximately 6.6% for the current quarter and current six months, and approximately 6.8% for the prior year quarter and prior year six months.
PPP Loan
On April 20, 2020, the Company executed a promissory note (the "Promissory Note") with Bank of America, N.A., which provides for an unsecured loan in the amount of $1.806 million (the "PPP Loan"), pursuant to the PPP under the CARES Act. The PPP Loan has a two-year term and bears interest at a fixed rate of 1.0% per annum. Monthly principal and interest payments are deferred for six months after the date of disbursement. The PPP Loan may be prepaid at any time prior to maturity with no prepayment penalties. The Promissory Note contains events of default and other provisions customary for a loan of this type. The PPP Loan was funded on April 23, 2020.
The PPP also provides that the PPP Loan may be partially or wholly forgiven if the funds are used for certain qualifying expenses as described in the CARES Act, and later amended by the Paycheck Protection Program Flexibility Act (the "Flexibility Act") signed into law on June 5, 2020. Such forgiveness will be determined, subject to limitations, based on the use of loan proceeds for payment of payroll costs and any payments of mortgage interest, rent, and utilities. While management believes that it is probable that the PPP Loan will be forgiven in full, no definite assurance can be provided that forgiveness for any portion of the PPP Loan will be obtained. Management's determination that full forgiveness is probable is based on qualification under the Flexibility Act.
Management evaluated the legal and contractual terms associated with the PPP Loan, and concluded that, although the legal form of the PPP Loan is debt, the PPP Loan represents in substance a government grant that is expected to be forgiven. Given the lack of definitive authoritative guidance under GAAP for accounting for government grants, the Company analogized to accounting guidance under International Accounting Standard 20, "Accounting for Government Grants and Disclosure of Government Assistance." Under such guidance, once it is probable that the conditions attached to the assistance will be met, the earnings impact of government grants is recorded on a systematic basis over the periods in which the entity recognizes as expenses the related costs for which the grants are intended to compensate. Accordingly, the Company recognized approximately $1,640,000 as a reduction to operating expenses in the current quarter. The remaining amount of $166,000 as of June 30, 2020 is recorded as a deferred credit within accounts payable, accrued expense and other current liabilities in the accompanying condensed consolidated balance sheets, and will be recognized
as a reduction to operating expenses in the quarter ending September 30, 2020. No interest expense related to the PPP Loan has been recorded in the Company's unaudited condensed consolidated financial statements.
On May 4, 2020, the Company received a $10,000 loan through the U.S. Small Business Administration's disaster assistance program. This loan has a thirty-year term and bears interest at a fixed rate of 3.75% per annum.
7.Stockholders' Equity
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.
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 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 term 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 of the 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.
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.
Forfeitures are accounted for as a reduction of compensation cost in the period when such forfeitures occur.
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 options activity for the current six months is as follows:
Outstanding at January 1, 2020
Expired/Forfeited
Outstanding at June 30, 2020, and expected to vest
Exercisable at June 30, 2020
On January 1, 2020, the Company granted options to purchase 5,000 shares of stock to a board observer. The exercise price of the options is $4.00 per share, and 50% of the options vest on each of January 1, 2021 and January 1, 2022.
On January 31, 2020, the Company granted options to purchase 75,000 shares of stock to a consultant. The exercise price of the options is $1.57 per share, and all options vested immediately on the date of grant.
On February 28, 2020, the Company granted options to purchase 50,000 shares of common stock to an employee. The exercise price is $1.40 per share, and the vesting of such options is dependent upon the Company achieving certain 12-month sales targets through December 31, 2021.
On March 13, 2020, 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 March 31, 2020, the Company granted options to purchase 50,000 shares of common stock to an employee. The exercise price of the options is $0.61 per share, and one-third of the options shall vest on each of March 31, 2021, March 31, 2021, and March 31, 2022.
On April 1, 2020, the Company granted options to purchase an aggregate of 200,000 shares of commons stock to non-management directors. The exercise price of the options is $0.50 per share, and 50% of the options shall vest on each of April 1, 2021 and April 1, 2022.
On April 15, 2020, the Company granted options to purchase 13,500 shares of common stock to a consultant. The exercise price of the options is $3.00 per share. One-third of the options vested on June 30, 2020, and one-third of the options shall vest on each of September 30, 2020 and December 31, 2020.
Compensation expense related to stock options for the current quarter and the prior year quarter was approximately $45,000 and $73,000, respectively. Compensation expense related to stock options for the current six months and prior year six months was approximately $113,000 and $316,000, respectively.
Total unrecognized compensation expense related to unvested stock options at June 30, 2020 amounts to approximately $250,000 and is expected to be recognized over a weighted average period of approximately 1.50 years.
A summary of the Company's non-vested stock options activity for the current six months is as follows:
Grant Date
Balance at January 1, 2020
Forfeited or Canceled
Balance at June 30, 2020
Warrants expire at various times - either five or ten years from the date of grant, depending on the particular grant.
A summary of the Company's warrants activity for the current six months is as follows:
Outstanding and exercisable at January 1, 2020
Outstanding and exercisable at June 30, 2020
No compensation expense related to warrants was recognized in the current quarter, current six months, prior year quarter, or prior year six months.
Stock Awards
A summary of the Company's restricted stock activity for the current six months is as follows:
Outstanding at June 30, 2020
On March 30, 2020, the Company issued 336,700 shares of stock to a member of senior management as payment for a performance bonus earned in 2019. These shares vested immediately.
On May 20, 2020, the Company issued an aggregate of 270,728 shares of stock to its employees. These shares vested immediately. The Company recognized approximately $265,000 of compensation expense in the current quarter and current six months related to this grant.
Compensation expense related to restricted stock grants for the current and prior year quarter was approximately $10,000 and $104,000, respectively. Compensation expense related to restricted stock grants for the current six months and prior year six months was approximately $33,000 and $166,000, respectively.
Total unrecognized compensation expense related to unvested restricted stock grants at June 30, 2020 amounts to approximately $32,000 and is expected to be recognized over a weighted average period of approximately 0.75 years.
The Company also recognized approximately $168,000 and $320,000 of compensation expense in the current quarter and current six months related to certain senior management bonuses payable in stock in 2021.
Shares Available Under the Company's 2011 Equity Incentive Plan
As of June 30, 2020, there were 1,218,670 shares of common stock available for issuance under the Plan.
Shares Reserved for Issuance
As of June 30, 2020, there were 9,338,610 shares of common stock reserved for issuance pursuant to unexercised warrants and stock options, or available for issuance under the Plan.
The Company has not paid any dividends to date.
8. Earnings Per Share
Basic earnings per share ("EPS") is computed by dividing net income (loss) available to common stockholders by the weighted average number of common shares outstanding during the period. Diluted EPS gives effect to all potentially dilutive common shares outstanding during the period, including stock options and warrants, using the treasury stock method. Diluted EPS excludes all potentially dilutive shares of common stock if their effect is anti-dilutive.
Effect of exercise of warrants
As a result of the net loss presented for the current quarter and current six months, 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 diluted EPS excludes the following potentially dilutive securities because their inclusion would be anti-dilutive:
Stock options and warrants
9. Income Tax
The effective income tax rate for the current quarter and the prior year quarter was approximately -49% and 37%, respectively, resulting in an income tax (benefit) provision of $0.43 million and $1.07 million, respectively.
The effective income tax rate for the current six months and prior year six months was approximately 5% and 37%, respectively, resulting in an income tax (benefit) provision of $(0.12) million and $1.14 million, respectively.
For the current quarter, the federal statutory rate differed from the effective tax rate primarily due to the tax impact from the vesting of restricted shares of common stock, which was treated as a discrete item for tax purposes and decreased the effective rate by approximately 41%. The effective tax rate was also attributable to state taxes and recurring permanent differences, which decreased the effective tax rate by approximately 2% and 27%, respectively. The effective tax rate was also affected by the tax impact of a potential federal net operating loss carryback due to the CARES Act; this item increased the effective rate by approximately 3%.
For the prior year quarter, the federal statutory rate differed from the effective tax rate primarily due to state taxes and recurring permanent differences, which increased the effective tax rate by approximately 9% and 6%, respectively.
For the current six months, the federal statutory rate differed from the effective tax rate primarily due to the tax impact from the vesting of restricted shares of common stock, which was treated as a discrete item for tax purposes and decreased the effect rate by approximately 16%. The effective rate was also attributable to state taxes and recurring permanent differences, which increased the effective tax rate by approximately 5% and decreased the effective tax rate by
approximately 8%, respectively. The effective tax rate was also affected by the tax impact of a potential federal net operating loss carryback due to the CARES Act; this item increased the effective rate by approximately 4%.
For the prior year six months, the federal statutory rate differed from the effective tax rate primarily due to state taxes and recurring permanent differences, which increased the effective tax rate by approximately 9% and 6%, respectively.
On March 27, 2020, the CARES Act was enacted and signed into law. The CARES Act includes certain provisions impacting businesses' income taxes related to 2018, 2019, and 2020. Some of the significant tax law changes are to increase the limitation on deductible business interest expense for 2019 and 2020, allow for the five-year carryback of net operating losses for 2018-2020, suspend the 80% limitation of taxable income for net operating loss carryforwards for 2018-2020, provide for the acceleration of depreciation expense from 2018 and forward on qualified improvement property, and accelerate the ability to claim refunds of AMT credit carryforwards. The Company is required to recognize the effect of tax law changes on its financial statements in the period in which the law was enacted. At this time, the Company may avail itself of the ability to carry back net operating losses generated in 2018 and 2019 tax years for five years, resulting in an estimated income statement benefit of $98,000 and tax refund receivable of $203,000.
10. Related Party Transactions
Benjamin Malka
Benjamin Malka was a director of the Company from June 2014 through September 2019. Mr. Malka is also a 25% equity holder of House of Halston LLC ("HOH"), and is the former Chief Executive Officer of HOH. HOH is the parent company of the H Company IP, LLC ("HIP").
On February 11, 2019, the Company and its wholly owned subsidiary, H Heritage Licensing, LLC, entered into an asset purchase agreement (the "Heritage Asset Purchase Agreement") with HIP and 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.
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.
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 $33,000 and $44,000 for the current quarter and prior year quarter, respectively. Mrs. D'Loren received compensation of $70,000 and $83,000 for the current six months and prior year six months, respectively.
11. Commitments and Contingencies
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. The Halston Heritage Earn-Out of $0.9 million is recorded as a long-term liability at June 30, 2020 and December 31, 2019 in the accompanying condensed 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 Accounting Standards Codification ("ASC") Topic 480, "Distinguishing Liabilities from Equity," the Halston Heritage Earn-Out obligation is treated as a liability in the accompanying condensed consolidated balance sheets because of the variable number of shares payable under the agreement.
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.
The impacts of the current COVID-19 pandemic are broad reaching and are having an impact on the Company's licensing and wholesale businesses. The COVID-19 pandemic is impacting the Company's supply chain as most of the Company's products are manufactured in China, Thailand, and other places around the world affected by this event. Temporary factory closures and the pace of workers returning to work have impacted contract manufacturers' ability to source certain raw materials and to produce finished goods in a timely manner. The outbreak is also impacting distribution and logistics providers' ability to operate in the normal course of business. Further, the pandemic has resulted in a sudden and continuing decrease in sales for many of the Company's products, resulting in order cancellations.
Due to the COVID-19 outbreak, there is significant uncertainty surrounding the potential impact on the Company's future 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.
12. Subsequent Events
On August 6, 2020, the Company entered into an assignment and assumption agreement with the landlord and subtenant at its former office location at 475 Tenth Avenue, New York, NY. Under the terms of this agreement, in exchange for certain consideration totaling approximately $887,000, the landlord agreed to release the Company from all future obligations under the lease effective as of August 1, 2020, and all of the Company's rights, title, and interest in and to the lease at 475 Tenth Avenue was assigned to the current subtenant in place.
On August 18, 2020, the Company further amended its Second Amended and Restated Loan and Security Agreement with BHI. Under this amendment, the amounts of the quarterly installment payments due throughout 2021 were reduced, and 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. There were no changes to the total principal balance, interest rate, or maturity date. See Note 6, "Debt," for additional information.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995. The statements that are not historical facts contained in this report are forward-looking statements that involve a number of known and unknown risks, uncertainties and other factors, all of which are difficult or impossible to predict and many of which are beyond our control, which may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. These risks are detailed in the Risk Section of our Form 10-K for the fiscal year ended December 31, 2019. The words "believe," "anticipate," "expect," "continue," "estimate," "appear," "suggest," "goal," "potential," "predicts," "seek," "will," "confident," "project," "provide," "plan," "likely," "future," "ongoing," "intend," "may," "should," "would," "could," "guidance," and similar expressions identify forward-looking statements.
Xcel Brands, Inc. ("Xcel," the "Company," "we," "us," or "our") 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. Xcel was founded by Robert W. D'Loren in 2011 with a vision to reimagine shopping, entertainment, and social as one. The Company owns and manages the Isaac Mizrahi brands (the "Isaac Mizrahi Brand"), the Judith Ripka brands (the "Ripka Brand"), the Halston brands ("Halston Brand"), and the C Wonder brands (the "C Wonder Brand"). The Company also owns and manages the Longaberger brand (the "Longaberger Brand") through its controlling interest in Longaberger Licensing, LLC. The Company and its licensees distribute through a ubiquitous channel retail sales strategy which includes distribution through interactive television, the Internet and e-commerce, and traditional brick-and-mortar retail channels. Headquartered in New York City, Xcel is led by an executive team with significant production, merchandising, design, marketing, retailing, and licensing experience, and a proven track record of success in elevating branded consumer product companies. With an experienced team of professionals focused on design, production, and digital marketing, Xcel maintains control of product quality and promotion across all of its product categories and distribution channels.
Our objective is to build a diversified portfolio of lifestyle consumer brands through organic growth and the strategic acquisition of new brands. To grow our brands, we are focused on following primary strategies:
● distribution and/or licensing of our brands for sale through interactive television (i.e. QVC, The Shopping Channel) whereby we design, manage production, merchandise the shows, and manage the on-air talent;
● licensing our brands to manufacturers and retailers for promotion and distribution through e-commerce, social commerce, and traditional brick-and-mortar retail channels whereby we provide certain design services and, in certain cases, manage supply and merchandising;
● wholesale distribution of our brands to retailers that sell to the end consumer;
● distribution of our brands through our e-commerce sites directly to the end consumer; and
● quickly integrate additional consumer brands into our operating platform and leverage our design, production, and marketing capabilities, and distribution relationships.
We believe that Xcel offers a unique value proposition to our retail and direct-to-consumer customers, and our licensees for the following reasons:
● our management team, including our officers' and directors' experience in, and relationships within the industry;


It is no longer news that the wives of most rich celebrities and top politicians patronize and keep permanent spiritualists, (Herbalists), who they regularly consult for solutions to their various problems especially, marital issues.
Many of these herbalists are very powerful, they have proven their spiritual capabilities often times and so in a desperate bid to always curry the favors of their rich and busy husbands, these wives often patronize and pamper the Spiritualists with expensive gifts and cash.
It is the desire of every woman to date or marry powerful and rich men, because they want to enjoy all the good things of life, which they believe these rich, influential and powerful men can provide.
With the help of these Herbalists, their rich husbands willingly pick the bills of their ostentatious lifestyle.
In similar vein, those of them whose husbands have more wives also use the Spiritualists to gain their husband's love and attention at all times, so the man won't neglect them for the other women.
To before warn is to be forearmed, so they consult the Herbalists before taking any major decision in their homes, so they can have prior knowledge of danger, if any, that may lie ahead of them.
These women always spend heavily on these Herbalists for their loyalty to them, at all times.
Whatever request they (the spiritualists) make, are instantly met, most times far beyond their own request. And on the part of the Herbalists, they work hard to make sure the spiritual problems of their "customers" are solved, so as to keep the many largesse from them coming non-stop.
Such gifts of appreciation include; expensive clothes, handsets, cars and cash.
Some of these women even get single girls for these herbalists to marry as wives. Also, some of them even, often engage in some sordid things, just to be in the good books of their spiritualists, for instance, they most times willingly sleep with them.
A source revealed how recently, a wife of a top celebrity boasts before her friends that her husband can marry as many wives as he wants, but she swore that none of the wives can last in the marriage for 2 months.
The husband of this woman, truly, has tried to take a second wife for 8 unsuccessful times.
For many wives of celebrities, they believed that keeping herbalist is the beginning of wisdom.


text:
Welcome is een plaats (census-designated place) in de Amerikaanse staat South Carolina, en valt bestuurlijk gezien onder Greenville County.

Demografie
Bij de volkstelling in 2000 werd het aantal inwoners vastgesteld op 6390.

Geografie
Volgens het United States Census Bureau beslaat de plaats een oppervlakte van
12,0 km², geheel bestaande uit land.

Plaatsen in de nabije omgeving
De onderstaande figuur toont nabijgelegen plaatsen in een straal van 8 km rond Welcome.

Externe link

Plaats in South Carolina

redpajama_set_name: RedPajamaWikipedia


Director Parasuram, known for his family entertainer movies like Solo, Srirasthu Subhamasthu, was seen recently with a family romantic entertainer, Geetha Govindam which got released and struck gold at the Box-Office. The movie was a huge hit.
Geetha Govindam was bankrolled by GA2 films Bunny Vas, and it featured Arjun Reddy sensation Vijay Deverakonda and sandalwood beauty Rashmika Mandanna in lead roles. The leaked scenes created huge controversy as a section of people said it was intentional and done for promotions.
Now, the director himself confessed that the leaked scenes were unfortunate and the team doesn't need to promote the movie in a negative way. The director who kept muted response for a long time opened up and said such leaks are really hurting and what hurts more is when people says that we do it intentionally.