0001558370-20-013177 | 10-Q/A | XBRL Viewer

NATURE OF OPERATIONS - Condensed Consolidated Balance Sheets (Details) - USD ($) $ in Thousands	Jun. 30, 2020	Dec. 31, 2019
Current liabilities:
Accounts payable	$ 2,607	$ 5,168
Accrued liabilities	15,219	8,808
Stockholders' equity:
Retained earnings	69,422	$ 50,357
Error corrections in accounts payable and cost of goods sold
Current liabilities:
Accounts payable	2,607
Accrued liabilities	15,219
Stockholders' equity:
Retained earnings	69,422
As Originally Reported \| Error corrections in accounts payable and cost of goods sold
Current liabilities:
Accounts payable	4,476
Accrued liabilities	14,794
Stockholders' equity:
Retained earnings	67,978
Adjustments \| Error corrections in accounts payable and cost of goods sold
Current liabilities:
Accounts payable	(1,869)
Accrued liabilities	425
Stockholders' equity:
Retained earnings	$ 1,444

CONDENSED BALANCE SHEETS - USD ($) $ in Thousands	Jun. 30, 2020	Dec. 31, 2019
Current assets:
Cash and cash equivalents	$ 1,024	$ 1,724
Accounts receivable, net of allowance for doubtful accounts	1,451	1,767
Current portion of consumer loans	5,070	5,994
Current portion of notes receivable from mobile home parks (“MHP”)	11,795	10,969
Current portion of other notes receivable	582	428
Inventories	26,377	27,228
Prepaid expenses and other current assets	3,205	4,857
Total current assets	49,504	52,967
Property, plant and equipment, net	21,320	21,038
Consumer loans, net of deferred financing fees and allowance for loan losses	102,166	99,048
Notes receivable from mobile home parks (“MHP”)	108,274	81,375
Other notes receivable, net of allowance for loan losses	13,058	13,050
Other assets	5,346	4,212
Inventory non-current	12,516	11,930
Total assets	312,184	283,620
Current liabilities:
Accounts payable	2,607	5,168
Accrued liabilities	15,219	8,808
Customer deposits	1,738	1,567
Escrow liability	7,548	7,530
Line of credit		28,860
Total current liabilities	27,112	51,933
Long-term liabilities:
Lines of credit	37,535	2,001
Deferred income taxes	1,766	1,766
Dealer incentive liability	5,601	5,531
Total liabilities	72,014	61,231
Commitments and contingencies (Note 12)
Stockholders' equity:
Preferred stock, $.001 par value, 10,000,000 shares authorized: issued -0-
Common stock, $.001 par value, 90,000,000 shares authorized; 24,637,222 and 24,620,079 issued and 24,192,157 and 24,320,079 outstanding at June 30, 2020 and December 31, 2019, respectively	25	25
Treasury stock at cost, 445,065 and 300,000 shares at June 30, 2020 and December 31, 2019, respectively	(4,477)	(3,060)
Additional paid-in-capital	175,200	175,067
Retained earnings	69,422	50,357
Total stockholders' equity	240,170	222,389
Total liabilities and stockholders' equity	$ 312,184	$ 283,620

CONDENSED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	6 Months Ended
CONDENSED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	Jun. 30, 2020	Jun. 30, 2019
Operating activities:
Net income	$ 19,063	$ 15,846
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation expense	572	494
Amortization of debt discount and issuance costs	18
Provision for loan loss—consumer loans	280	1,449
Share based payment expense	133	422
Changes in operating assets and liabilities:
Accounts receivable	316	(535)
Consumer loans originations	(7,918)	(9,789)
Consumer loans principal collections	4,915	4,128
Notes receivable MHP originations	(37,538)	(29,079)
Notes receivable MHP principal collections	9,813	15,016
Inventories	264	4,419
Prepaid expenses and other current assets	1,928	388
Other assets	(1,204)	(1,248)
Accounts payable	(2,560)	934
Accrued liabilities	6,412	1,449
Customer deposits	171	(625)
Dealer incentive liability	69	72
Net cash provided by (used in) operating activities	(5,266)	3,341
Investing activities:
Purchases of property, plant and equipment	(782)	(1,454)
Issuance of notes receivable	(278)	(1,531)
Notes receivable collections	116	522
Purchases of consumer loans	(191)	(101)
Collections from purchased consumer loans	721	364
Net cash used in investing activities	(414)	(2,200)
Financing activities:
Proceeds from sale of over-allotment common stock in initial public offering		7,200
Offering cost for over-allotment of initial public offering		(505)
Treasury stock purchase	(1,417)	(3,060)
Proceeds from issuance of note payable	6,546
Principal payments on note payable	(6,546)	(504)
Escrow liability, net	18	106
Proceeds from lines of credit, net	30,232	26,284
Payments on lines of credit	(23,853)	(30,839)
Net cash provided by (used in) financing activities	4,980	(1,318)
Net increase in cash and cash equivalents	(700)	(177)
Cash and cash equivalents at beginning of period	1,724	2,599
Cash and cash equivalents at end of period	1,024	2,422
Supplemental disclosure of cash flow information:
Cash paid for interest	$ 553	405
Cash paid for taxes		$ 3,051

ACCRUED LIABILITIES (Details) - USD ($) $ in Thousands	Jun. 30, 2020	Dec. 31, 2019
ACCRUED LIABILITIES.
Warranty liability	$ 2,893	$ 3,078
Litigation reserve	320	325
Federal and state taxes payable	6,847	1,761
Accrued expenses & other accrued liabilities	5,159	3,644
Total	$ 15,219	$ 8,808

NATURE OF OPERATIONS

6 Months Ended

Jun. 30, 2020

NATURE OF OPERATIONS

NATURE OF OPERATIONS

1. NATURE OF OPERATIONS

Legacy Housing Corporation (the “Company”) was formed on January 1, 2018 as a Delaware corporation through a corporate conversion of Legacy Housing, Ltd. (the “Partnership”), a Texas limited partnership formed in May 2005. Effective December 31, 2019, the Company reincorporated from a Delaware corporation to a Texas corporation. The Company is headquartered in Bedford, Texas.

The Company (1) manufactures and provides for the transport of mobile homes, (2) provides wholesale financing to dealers and mobile home parks, (3) provides retail financing to consumers and (4) is involved in financing and developing new manufactured home communities. The Company manufactures its mobile homes at plants located in Fort Worth, Texas, Commerce, Texas and Eatonton, Georgia. The Company relies on a network of dealers to market and sell its mobile homes. The Company also sells homes directly to dealers and mobile home parks.

In December 2018, the Company sold 4,000,000 shares of its common stock through an initial public offering (“IPO”) at $12.00 per share. Proceeds from the IPO, net of $4,504 of underwriting discounts and offering expenses paid by the Company, were $43,492. In January 2019, the Company sold an additional 600,000 shares of its common stock as part of the IPO at $12.00 per share. Proceeds from the January 2019 issuance, net of $505 of underwriting discounts and offering expenses paid by the Company, were $6,695.

On April 17, 2019, the Company purchased 300,000 shares of its common stock at the price of $10.20 per share, pursuant to the Company’s repurchase program. During the six months ended June 30, 2020, the Company purchased 145,065 shares of its common stock at an average price of $9.77 per share, pursuant to the Company’s repurchase program. Under the repurchase program, the Company may purchase up to $10,000 of its common stock. Share purchases may be made from time to time in the open market or through privately negotiated transactions depending on market conditions, share price, trading volume and other factors. Such purchases, if any, will be made in accordance with applicable insider trading and other securities laws and regulations. These repurchases may be commenced or suspended at any time or from time to time without prior notice.

Corporate Conversion

Effective January 1, 2018, the Partnership converted into a Delaware corporation pursuant to a statutory conversion and changed its name to Legacy Housing Corporation. In order to consummate the corporate conversion completed on January 1, 2018, a certificate of conversion was filed with the Secretary of State of the State of Delaware and with the Secretary of State of the State of Texas. Holders of partnership interests in Legacy Housing, Ltd. received an initial allocation, on a proportional basis, of 20,000,000 shares of common stock of Legacy Housing Corporation.

Following the corporate conversion, Legacy Housing Corporation continues to hold all property and assets of Legacy Housing, Ltd. and all of the debts and obligations of Legacy Housing, Ltd. On the effective date of the corporate conversion, the officers of Legacy Housing, Ltd. became the officers of Legacy Housing Corporation. As a result of the corporate conversion, the Company is now a federal corporate taxpayer.

Basis of Presentation

The accompanying unaudited interim condensed financial statements as of June 30, 2020 and for the three and six months ended June 30, 2020 and 2019, respectively, have been prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP") for interim financial information and pursuant to the rules and regulations of the U.S. Securities and Exchange Commission ("SEC") as required by Regulation S-X, Rule 8-03. In the opinion of management, the unaudited interim financial statements have been prepared on the same basis as the audited financial statements, and include all adjustments, consisting only of normal recurring adjustments, necessary for the fair statement of the Company's financial position for the periods presented. The results for the three and six months ended June 30, 2020 are not necessarily indicative of the results to be expected for the year ending December 31, 2020, or any other period. The accompanying balance sheet as of December 31, 2019 was derived from audited financial statements included in the Company's annual report on Form 10-K for the year ended December 31, 2019 (the "Form 10-K"). The accompanying financial statements do not include all of the information and footnotes required by GAAP for annual financial statements. Accordingly, they should be read in conjunction with the audited financial statements and notes thereto included in the Form 10-K.

Restatement of Previously Issued Condensed Consolidated Financial Statements

The Company has restated these financial statements to correct an error in accounts payable and cost of goods sold for the period period ended June 30, 2020. The Company identified an overstatement of costs errantly assigned to accounts payable for inventory received but not invoiced.

The decision to restate the Company’s financial statements previously reported on its Quarterly Report on Form 10-Q for the second quarter of 2020, was approved by, and with the continuing oversight of, the Company’s Audit Committee.

The effects of the restatement on the line items within the Company’s condensed consolidated balance sheet as of June 30, 2020 are as follows:


	June 30, 2020
	As
	Originally				As
	Reported		Adjustments		Restated
Current liabilities:
Accounts payable	$	4,476	$	(1,869)	$	2,607
Accrued liabilities		14,794		425		15,219
Stockholders' equity:
Retained earnings	$	67,978	$	1,444	$	69,422

The effects of the restatement on the line items within the Company’s condensed consolidated statement of operations for the three months ended June 30, 2020 are as follows:


	Three Months Ended June 30, 2020
	As
	Originally				As
	Reported		Adjustments		Restated
Operating expenses:
Cost of product sales	$	30,557	$	(1,869)	$	28,688
Income from operations	$	11,199	$	1,869	$	13,068
Income before income tax expense	$	11,186	$	1,869	$	13,055
Income tax expense	$	(2,590)	$	(425)	$	(3,015)
Net income	$	8,596	$	1,444	$	10,040
Net income per share:
Basic	$	0.36	$	0.05	$	0.41
Diluted	$	0.36	$	0.05	$	0.41

The effects of the restatement on the line items within the Company’s condensed consolidated statement of operations for the six months ended June 30, 2020 are as follows:


	Six Months Ended June 30, 2020
	As
	Originally				As
	Reported		Adjustments		Restated
Operating expenses:
Cost of product sales	$	52,416	$	(1,869)	$	50,547
Income from operations	$	21,808	$	1,869	$	23,677
Income before income tax expense	$	22,805	$	1,869	$	24,674
Income tax expense	$	(5,186)	$	(425)	$	(5,611)
Net income	$	17,619	$	1,444	$	19,063
Net income per share:
Basic	$	0.73	$	0.06	$	0.79
Diluted	$	0.73	$	0.06	$	0.79

Although there was with no impact to net cash used in operating activities, net cash used in investing activities or net cash provided by financing activities, the effects of the restatement on the line items within the condensed consolidated statement of cash flows for the six months ended June 30, 2020 are as follows:


	Six months ended June 30, 2020
	As Originally				As
	Reported		Adjustments		Restated
Operating activities:
Net income	$	17,619	$	1,444	$	19,063
Accounts payable		(691)		(1,869)		(2,560)
Accrued liabilities		5,987		425		6,412
Net cash used in operating activities	$	(5,266)	$	—	$	(5,266)

The impacts of the restatement have been reflected throughout the financial statements, including the applicable footnotes, as appropriate.

Use of Estimates

The preparation of our financial statements in conformity with GAAP requires management to make estimates and assumptions. These estimates and assumptions affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements, as well as the reported amounts of income and expenses during the reporting period. Material estimates that are susceptible to significant change in the near term primarily relate to the determination of accounts receivable, consumer loans and notes receivable, inventory obsolescence, income taxes, fair value of financial instruments and contingent liabilities. Actual results could differ from these estimates.

Revenue Recognition

Product sales primarily consist of sales of mobile homes to consumers and mobile home parks through various sales channels, which include Direct Sales, Commercial Sales, Consignment Sales, and Retail Store Sales. Direct Sales include homes sold directly to independent retailers or customers that are not financed by the Company and are not sold under a consignment arrangement. These types of homes are generally paid for prior to shipment. Commercial Sales include homes sold to mobile home parks under commercial loan programs or paid for upfront. The Company provides floor plan financing for independent retailers, which takes the form of a consignment arrangement. Consignment Sales are considered sales of consigned homes from independent dealers to individual customers. Retail Store Sales are homes sold through Company-owned retail locations. Consignment Sales and Retail Sales of homes may be financed by the Company, by a third party, or in paid in cash.

Revenue from product sales is recognized at a point in time when the performance obligation under the terms of a contract with our customers is satisfied which typically occurs upon delivery and transfer of title of the home, as this depicts when control of the promised good is transferred to our customers. For financed sales by the Company, the individual customer enters into a sales and financing contract and is required to make a down payment. These financed sales contain a significant financing component and any interest income is separately recorded in the statement of operations.

Revenue is measured as the amount of consideration expected to be received in exchange for transferring the homes to the customers. Sales and other similar taxes collected concurrently with revenue-producing activities are excluded from revenue.

The Company made an accounting policy election to account for any shipping and handling costs that occur after the transfer of control as a fulfillment cost that is accrued when control is transferred. Warranty obligations associated with the sale of a unit are assurance-type warranties for a period of twelve months that are a guarantee of the home’s intended functionality and, therefore, do not represent a distinct performance obligation within the context of the contract. The Company has elected to use the practical expedient to expense the incremental costs of obtaining a contract if the amortization period of the asset that the Company would have otherwise recognized is one year or less. Contract costs, which include commissions incurred related to the sale of homes, are expensed at the point-in-time when the related revenue is recognized.

For the three months ended June 30, 2020 and 2019, sales to an independent third-party and its affiliates accounted for $14,320 or 36.6% and $8,520 or 21.4% of our product sales, respectively. For the six months ended June 30, 2020 and 2019, sales to an independent third-party and its affiliates accounted for $26,306 or 37.4% and $13,323 or 18.7% of our product sales, respectively.

For the three and six months ended June 30, 2020, total cost of product sales included $7,849 and $12,756 of costs, mainly relating to up front dealer commission and reimbursed dealer expenses for consignment sales and certain other similar costs incurred for retail store and commercial sales. For the three and six months ended June 30, 2019, total cost of product sales included $7,573 and $11,900 of costs, mainly relating to up front dealer commission and reimbursed dealer expenses for consignment sales and certain other similar costs incurred for retail store and commercial sales.

Other revenue consists of consignment fees, service fees and other miscellaneous income. Consignment fees are charged to independent retailers on a monthly basis for homes held by the independent retailers pursuant to a consignment arrangement until the home is sold to an individual customer. Consignment fees are determined as a percentage of the home’s wholesale price to the independent dealer. Revenue recognition for consignment fees are recognized over time using the output method as it provides a faithful depiction of the Company’s performance toward completion of the performance obligation under the contract and the value transferred to the independent retailer for the time the home is held under consignment. Revenue for service fees and miscellaneous income is recognized at a point in time when the performance obligation is satisfied.

Disaggregation of Revenue. The following table summarizes customer contract revenues disaggregated by source of the revenue for the three and six months ended June 30, 2020 and 2019:


	Three months ended				Six months ended
	June 30,				June 30,
	2020		2019		2020		2019
Product sales:
Direct sales	$	3,850	$	5,553	$	6,076	$	10,000
Commercial sales		21,059		17,604		36,851		30,107
Consignment sales		9,114		10,625		17,924		20,662
Retail store sales		4,325		4,928		7,536		8,269
Other (1)		831		1,056		1,988		2,278
Total product sales		39,179		39,766		70,375		71,316
Consumer and MHP loans interest:
Interest - consumer installment notes		3,820		3,697		7,969		7,828
Interest - MHP notes		2,247		1,415		4,522		2,814
Total consumer and MHP loans interest		6,067		5,112		12,491		10,642
Other		760		883		1,414		1,757
Total net revenue	$	46,006	$	45,761	$	84,280	$	83,715

(1)

Other product sales revenue from ancillary products and services including parts, freight and other services

Share-Based Compensation

The Company accounts for share-based compensation in accordance with the provisions of ASC 718, Compensation—Stock Compensation. Share-based compensation expense is recognized based on the award’s estimated grant date fair value in order to recognize compensation cost for those shares expected to vest. The Company has elected to record forfeitures as they occur. Compensation cost is recognized on a straight-line basis over the vesting period of the awards and adjusted as forfeitures occur.

The fair value of each option grant with only service-based conditions is estimated using the Black-Scholes pricing model. The fair value of each restricted stock unit (the”RSU”) is calculated based on the closing price of the Company’s common stock on the grant date.

The fair value of stock option awards on the date of grant is estimated using the Black-Scholes option pricing model, which requires the Company to make certain predictive assumptions. The risk-free interest rate is based on the implied yield of U.S. Treasury zero-coupon securities that correspond to the expected life of the award. As a recently formed public entity with a small public float and limited trading of its common shares on the NASDAQ Global Market, it was not practicable for the Company to estimate the volatility of its common shares; therefore, management estimated volatility based on the historical volatilities of a small group of companies considered as close to comparable to the Company as available, all equally weighted, over the expected life of the option. Management concluded that this group is more characteristic of the Company’s business than a broad industry index. The expected life of awards granted represents the period of time that the awards are expected to be outstanding based on the “simplified” method, which is allowed for companies that cannot reasonably estimate the expected life of options based on its historical award exercise experience. The Company does not expect to pay dividends on its common stock.

Accounts Receivable

Included in accounts receivable are receivables from direct sales of mobile homes and sales of parts and supplies to customers, consignment fees and interest receivables.

Accounts receivables are generally due within 30 days and are stated at amounts due from customers net of an allowance for doubtful accounts. Accounts outstanding longer than the contractual payment terms are considered past due. The Company determines the allowance by considering several factors, including the aging of the past due balance, the customer’s payment history, and the Company’s previous loss history. The Company establishes an allowance for doubtful accounts for amounts that are deemed to be uncollectible. At June 30, 2020 and December 31, 2019, the allowance for doubtful accounts totaled $374 and $457, respectively.

Recent Accounting Pronouncements

The Company has elected to use longer phase‑in periods for the adoption of new or revised financial accounting standards under the JOBS Act as an emerging growth company.

In February 2016, the FASB issued ASU 2016‑02, Leases (Topic 842), to increase transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. A lessee should recognize in the balance sheet a liability to make lease payments (the lease liability) and an asset representing its right to use the underlying asset for the lease term. The recognition, measurement and presentation of expenses and cash flows arising from a lease by a lessee have not significantly changed from previous requirements. The Company plans to use longer phase‑in period for adoption and accordingly this ASU is effective for the Company’s fiscal year beginning January 1, 2022. Modified retrospective application and early adoption is permitted. The Company expects that the adoption of this standard will result in a material increase to assets and liabilities on the balance sheet but will not have a material impact on the statement of operations. While the Company is continuing to assess all the effects of adoption, it currently believes the most significant effects relate to (i) the recognition of new right-of-use assets and lease liabilities on its balance sheet for its property and equipment operating leases and (ii) providing significant new disclosures about its leasing activities.

In June 2016, the FASB issued an accounting standards update ASU 2016‑13 Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, which amends guidance on reporting credit losses for assets held at amortized cost basis and available for sale debt securities. For assets held at amortized cost basis, Topic 326 eliminates the probable initial recognition threshold in current GAAP and, instead, requires an entity to reflect its current estimate of all expected credit losses. The allowance for credit losses is a valuation account that is deducted from the amortized cost basis of the financial assets to present the net amount expected to be collected. For available for sale debt securities, credit losses should be measured in a manner similar to current GAAP, however Topic 326 will require that credit losses be presented as an allowance rather than as a write‑down and affects entities holding financial assets and net investment in leases that are not accounted for at fair value through net income. The amendments affect loans, debt securities, trade receivables, net investments in leases, off balance sheet credit exposures, reinsurance receivables, and any other financial assets not excluded from the scope that have the contractual right to receive cash. The Company plans to use longer phase‑in period for adoption and accordingly this ASU is effective for the Company’s fiscal year beginning January 1, 2023. The Company is continuing to evaluate the impact of the adoption of this ASU and is uncertain of the impact on the financial statements and disclosures at this point in time.

From time to time, new accounting pronouncements are issued by the FASB and other regulatory bodies that are adopted by the Company as of the specified effective dates. Unless otherwise discussed, management believes that the impact of recently issued standards, which are not yet effective, will not have a material impact on the Company’s Financial Statements upon adoption.

INVENTORIES (Details) - USD ($) $ in Thousands	Jun. 30, 2020	Dec. 31, 2019
INVENTORIES
Raw materials	$ 10,496	$ 9,434
Work in progress	410	383
Finished goods	27,987	29,341
Total	$ 38,893	$ 39,158

ACCRUED LIABILITIES

6 Months Ended

Jun. 30, 2020

ACCRUED LIABILITIES.

ACCRUED LIABILITIES

8. ACCRUED LIABILITIES – AS RESTATED

Accrued liabilities consisted of the following:


	As of June 30,		As of December 31,
	2020		2019
	(as restated)
Warranty liability	$	2,893	$	3,078
Litigation reserve		320		325
Federal and state taxes payable		6,847		1,761
Accrued expenses & other accrued liabilities		5,159		3,644
Total	$	15,219	$	8,808

EARNINGS PER SHARE - Antidilutive Securities (Details) - shares	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
Earnings Per Share, Diluted, Other Disclosures [Abstract]
Antidilutive shares excluded from calculation of earnings per share	79,459	164,487	90,783	149,441

DEBT - Lines of Credit (Details) $ in Thousands	3 Months Ended			6 Months Ended		12 Months Ended
DEBT - Lines of Credit (Details) $ in Thousands	Jun. 30, 2020 USD ($)	Mar. 30, 2020 USD ($)	Jun. 30, 2019 USD ($)	Jun. 30, 2020 USD ($)	Jun. 30, 2019 USD ($)	Dec. 31, 2019 USD ($)	Mar. 31, 2020 USD ($)	May 12, 2017 USD ($)	Apr. 30, 2016 USD ($)
Revolver 1
Lines of Credit
Maximum borrowing capacity		$ 70,000				$ 45,000
Effective interest rate	2.18%			2.18%		4.09%
Amount of available credit	$ 32,465			$ 32,465		$ 16,140
Interest expense	226		$ 66	545	$ 139
Outstanding balance	37,535			37,535		$ 28,860
Tangible net worth	120,000			$ 120,000
Debt to EBITDA ratio				4
Payments of arrangement fees and other fees		$ 300
Revolver 1 \| London Interbank Offered Rate (LIBOR)
Lines of Credit
Spread rate		2.40%		2.00%		2.40%
Revolver 2
Lines of Credit
Maximum borrowing capacity								$ 20,000	$ 15,000
Effective interest rate						4.19%	4.17%
Amount of available credit							$ 12,028
Interest expense				$ 17	$ 86
Outstanding balance						$ 2,001	$ 2,001
Tangible net worth	$ 80,000			$ 80,000
Revolver 2 \| London Interbank Offered Rate (LIBOR)
Lines of Credit
Spread rate				2.50%

NATURE OF OPERATIONS (Tables)

6 Months Ended

Jun. 30, 2020

NATURE OF OPERATIONS

Schedule of restatement of previously issued condensed consolidated financial statements

The effects of the restatement on the line items within the Company’s condensed consolidated balance sheet as of June 30, 2020 are as follows:


	June 30, 2020
	As
	Originally				As
	Reported		Adjustments		Restated
Current liabilities:
Accounts payable	$	4,476	$	(1,869)	$	2,607
Accrued liabilities		14,794		425		15,219
Stockholders' equity:
Retained earnings	$	67,978	$	1,444	$	69,422

The effects of the restatement on the line items within the Company’s condensed consolidated statement of operations for the three months ended June 30, 2020 are as follows:


	Three Months Ended June 30, 2020
	As
	Originally				As
	Reported		Adjustments		Restated
Operating expenses:
Cost of product sales	$	30,557	$	(1,869)	$	28,688
Income from operations	$	11,199	$	1,869	$	13,068
Income before income tax expense	$	11,186	$	1,869	$	13,055
Income tax expense	$	(2,590)	$	(425)	$	(3,015)
Net income	$	8,596	$	1,444	$	10,040
Net income per share:
Basic	$	0.36	$	0.05	$	0.41
Diluted	$	0.36	$	0.05	$	0.41

The effects of the restatement on the line items within the Company’s condensed consolidated statement of operations for the six months ended June 30, 2020 are as follows:


	Six Months Ended June 30, 2020
	As
	Originally				As
	Reported		Adjustments		Restated
Operating expenses:
Cost of product sales	$	52,416	$	(1,869)	$	50,547
Income from operations	$	21,808	$	1,869	$	23,677
Income before income tax expense	$	22,805	$	1,869	$	24,674
Income tax expense	$	(5,186)	$	(425)	$	(5,611)
Net income	$	17,619	$	1,444	$	19,063
Net income per share:
Basic	$	0.73	$	0.06	$	0.79
Diluted	$	0.73	$	0.06	$	0.79


	Six months ended June 30, 2020
	As Originally				As
	Reported		Adjustments		Restated
Operating activities:
Net income	$	17,619	$	1,444	$	19,063
Accounts payable		(691)		(1,869)		(2,560)
Accrued liabilities		5,987		425		6,412
Net cash used in operating activities	$	(5,266)	$	—	$	(5,266)

Schedule of disaggregation of revenue


	Three months ended				Six months ended
	June 30,				June 30,
	2020		2019		2020		2019
Product sales:
Direct sales	$	3,850	$	5,553	$	6,076	$	10,000
Commercial sales		21,059		17,604		36,851		30,107
Consignment sales		9,114		10,625		17,924		20,662
Retail store sales		4,325		4,928		7,536		8,269
Other (1)		831		1,056		1,988		2,278
Total product sales		39,179		39,766		70,375		71,316
Consumer and MHP loans interest:
Interest - consumer installment notes		3,820		3,697		7,969		7,828
Interest - MHP notes		2,247		1,415		4,522		2,814
Total consumer and MHP loans interest		6,067		5,112		12,491		10,642
Other		760		883		1,414		1,757
Total net revenue	$	46,006	$	45,761	$	84,280	$	83,715

(1)

Other product sales revenue from ancillary products and services including parts, freight and other services

CONSUMER LOANS RECEIVABLE - Impaired and general reserve for allowance for loan losses (Details) - USD ($) $ in Thousands	Jun. 30, 2020	Mar. 31, 2020	Dec. 31, 2019	Jun. 30, 2019	Mar. 31, 2019	Dec. 31, 2018
CONSUMER LOANS RECEIVABLE
Total consumer loans	$ 111,118		$ 109,005
Total allowance for loan losses	916	$ 1,020	913	$ 813	$ 885	$ 712
Impaired loans individually evaluated for impairment	1,646		1,677
Specific reserve against impaired loans	567		529
Other loans collectively evaluated for allowance	109,472		107,328
General allowance for loan losses	$ 349		$ 384

RELATED PARTY TRANSACTIONS (Details) - Bell Mobile Homes - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019	Dec. 31, 2019
RELATED PARTY TRANSACTIONS
Accounts receivable related parties	$ 208		$ 208		$ 549
Accounts payable related parties	0		0		$ 74
Home sales to related parties	$ 533	$ 1,432	$ 1,416	$ 2,290

NATURE OF OPERATIONS (Policies)

6 Months Ended

Jun. 30, 2020

NATURE OF OPERATIONS

Basis of Presentation

Restatement of previously issued condensed consolidated financial statements

Restatement of Previously Issued Condensed Consolidated Financial Statements

The effects of the restatement on the line items within the Company’s condensed consolidated balance sheet as of June 30, 2020 are as follows:


	June 30, 2020
	As
	Originally				As
	Reported		Adjustments		Restated
Current liabilities:
Accounts payable	$	4,476	$	(1,869)	$	2,607
Accrued liabilities		14,794		425		15,219
Stockholders' equity:
Retained earnings	$	67,978	$	1,444	$	69,422

The effects of the restatement on the line items within the Company’s condensed consolidated statement of operations for the three months ended June 30, 2020 are as follows:


	Three Months Ended June 30, 2020
	As
	Originally				As
	Reported		Adjustments		Restated
Operating expenses:
Cost of product sales	$	30,557	$	(1,869)	$	28,688
Income from operations	$	11,199	$	1,869	$	13,068
Income before income tax expense	$	11,186	$	1,869	$	13,055
Income tax expense	$	(2,590)	$	(425)	$	(3,015)
Net income	$	8,596	$	1,444	$	10,040
Net income per share:
Basic	$	0.36	$	0.05	$	0.41
Diluted	$	0.36	$	0.05	$	0.41

The effects of the restatement on the line items within the Company’s condensed consolidated statement of operations for the six months ended June 30, 2020 are as follows:


	Six Months Ended June 30, 2020
	As
	Originally				As
	Reported		Adjustments		Restated
Operating expenses:
Cost of product sales	$	52,416	$	(1,869)	$	50,547
Income from operations	$	21,808	$	1,869	$	23,677
Income before income tax expense	$	22,805	$	1,869	$	24,674
Income tax expense	$	(5,186)	$	(425)	$	(5,611)
Net income	$	17,619	$	1,444	$	19,063
Net income per share:
Basic	$	0.73	$	0.06	$	0.79
Diluted	$	0.73	$	0.06	$	0.79


	Six months ended June 30, 2020
	As Originally				As
	Reported		Adjustments		Restated
Operating activities:
Net income	$	17,619	$	1,444	$	19,063
Accounts payable		(691)		(1,869)		(2,560)
Accrued liabilities		5,987		425		6,412
Net cash used in operating activities	$	(5,266)	$	—	$	(5,266)

The impacts of the restatement have been reflected throughout the financial statements, including the applicable footnotes, as appropriate.

Use of Estimates

Revenue Recognition

Disaggregation of Revenue. The following table summarizes customer contract revenues disaggregated by source of the revenue for the three and six months ended June 30, 2020 and 2019:


	Three months ended				Six months ended
	June 30,				June 30,
	2020		2019		2020		2019
Product sales:
Direct sales	$	3,850	$	5,553	$	6,076	$	10,000
Commercial sales		21,059		17,604		36,851		30,107
Consignment sales		9,114		10,625		17,924		20,662
Retail store sales		4,325		4,928		7,536		8,269
Other (1)		831		1,056		1,988		2,278
Total product sales		39,179		39,766		70,375		71,316
Consumer and MHP loans interest:
Interest - consumer installment notes		3,820		3,697		7,969		7,828
Interest - MHP notes		2,247		1,415		4,522		2,814
Total consumer and MHP loans interest		6,067		5,112		12,491		10,642
Other		760		883		1,414		1,757
Total net revenue	$	46,006	$	45,761	$	84,280	$	83,715

(1)

Other product sales revenue from ancillary products and services including parts, freight and other services

Share-based Compensation

Share-Based Compensation

Accounts Receivable

Included in accounts receivable are receivables from direct sales of mobile homes and sales of parts and supplies to customers, consignment fees and interest receivables.

Recent Accounting Pronouncements

The Company has elected to use longer phase‑in periods for the adoption of new or revised financial accounting standards under the JOBS Act as an emerging growth company.

Fair Value Measurements

The Company accounts for its investments and derivative instruments in accordance with ASC 820‑10, Fair Value Measurement, which among other things provides the framework for measuring fair value. That framework provides a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level I measurement) and the lowest priority to unobservable inputs (Level III measurements). The three levels of fair value hierarchy under ASC 820‑10, Fair Value Measurement, are as follows:

Level I Quoted prices are available in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date.

Level II Significant observable inputs other than quoted prices in active markets for which inputs to the valuation methodology include: (1) Quoted prices for similar assets or liabilities in active markets; (2) Quoted prices for identical or similar assets or liabilities in inactive markets; (3) Inputs other than quoted prices that are observable; (4) Inputs that are derived principally from or corroborated by observable market data by correlation or other means. If the asset or liability has a specified (contractual) term, the Level II input must be observable for substantially the full term of the asset or liability.

Level III Significant unobservable inputs that reflect an entity’s own assumptions that market participants would use in pricing the assets or liabilities.

The asset or liability fair value measurement level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement.

The Company uses derivatives to manage risks related to interest rate movements. The Company does not enter into derivative contracts for speculative purposes. Interest rate swap contracts are recognized as assets or liabilities on the balance sheets and are measured at fair value. The fair value was calculated and provided by the lender, a Level II valuation technique. Management reviewed the fair values for the instruments as provided by the lender and determined the related asset and liability to be an accurate estimate of future gains and losses to the Company. The fair value of the interest rate swap was an asset valued at $3 at December 31, 2019.

Fair Value of Financial Instruments

The Company’s financial instruments consist primarily of cash and cash equivalents, accounts receivable, consumer loans, MHP Notes, other notes, accounts payable, lines of credit, notes payable, and dealer portion of consumer loans.

The carrying amounts of cash and cash equivalents, accounts receivable, and accounts payable approximate their respective fair values because of the short‑term maturities or expected settlement dates of these instruments. This is considered a Level I valuation technique. The MHP Notes, other notes, lines of credit, and notes payable have variable interest rates that reflect market rates and their fair value approximates their carrying value. This is considered a Level II valuation technique. The Company also assessed the fair value of the consumer loans receivable based on the discounted value of the remaining principal and interest cash flows. The Company determined that the fair value of the consumer loan portfolio was approximately $123,000 compared to the book value of $107,236 as of June 30, 2020, and a fair value of approximately $119,000 compared to the book value of $105,042 as of December 31, 2019. This is a Level III valuation technique.

PROPERTY, PLANT AND EQUIPMENT (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019	Dec. 31, 2019
PROPERTY, PLANT AND EQUIPMENT
Total	$ 27,948		$ 27,948		$ 27,165
Less accumulated depreciation	(6,628)		(6,628)		(6,127)
Total property, plant and equipment	21,320		21,320		21,038
Depreciation expense	252	$ 253	501	$ 494
Cost of product sales
PROPERTY, PLANT AND EQUIPMENT
Depreciation expense	98	$ 91	203	$ 181
Land
PROPERTY, PLANT AND EQUIPMENT
Total	11,671		11,671		11,659
Buildings and leasehold improvements
PROPERTY, PLANT AND EQUIPMENT
Total	10,422		10,422		10,059
Vehicles
PROPERTY, PLANT AND EQUIPMENT
Total	1,663		1,663		1,580
Machinery and equipment
PROPERTY, PLANT AND EQUIPMENT
Total	3,894		3,894		3,653
Furniture and fixtures
PROPERTY, PLANT AND EQUIPMENT
Total	$ 298		$ 298		$ 214

SHARE-BASED COMPENSATION - Plan (Details) - USD ($) $ in Thousands				3 Months Ended	6 Months Ended
	Mar. 27, 2020	Aug. 02, 2019	Feb. 07, 2019	Jun. 30, 2020	Jun. 30, 2020
SHARE-BASED COMPENSATION
Number of shares may be issued to employees, directors, consultants and nonemployee service providers in the form of stock options, stock and stock appreciation rights				10,000,000	10,000,000
Number of shares available for grant				9,800,000	9,800,000
Restricted shares \| Independent directors
SHARE-BASED COMPENSATION
Restricted shares granted (in shares)	1,903		2,936
Restricted shares \| Senior management
SHARE-BASED COMPENSATION
Restricted shares granted (in shares)		39,526	120,000
Grant date fair value		$ 496	$ 1,636
Vesting percentage		20.00%	14.30%
Restricted shares forfeited (in shares)				42,857
Stock options
SHARE-BASED COMPENSATION
Contractual life					10 years
Stock options \| Senior management
SHARE-BASED COMPENSATION
Vesting percentage			12.50%

SHARE-BASED COMPENSATION - Restricted stock units (Details) - Restricted stock units - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	6 Months Ended
	Jun. 30, 2020
Number of units
Nonvested at the beginning	142
Granted	2
Vested	17
Canceled	(82)
Nonvested at the end	45
Weighted average grant date fair value
Nonvested at the beginning (in dollars per share)	$ 13.34
Granted (in dollars per share)	9.59
Vested (in dollars per share)	13.63
Canceled (in dollars per share)	13.12
Nonvested at the end (in dollars per share)	$ 13.46
Unrecognized compensation expense	$ 550
Unrecognized compensation expense, recognition period	4 years 6 months 7 days

NOTES RECEIVABLE FROM MOBILE HOME PARKS (MHP Notes) (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019	Dec. 31, 2019
Notes Receivable from Mobile Home Parks
Notes Receivable
Charge offs	$ 0	$ 0	$ 0	$ 0
Allowance for loan losses	$ 0		$ 0		$ 0
Accounts receivable \| Credit concentration risk \| Independent third party and affiliates
Notes Receivable
Concentration risk percentage			47.40%		38.30%

DERIVATIVE FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS - Derivative Financial Instruments (Details) - Interest rate swap agreement - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Dec. 31, 2019	Jun. 12, 2017
Derivative instruments
Losses resulted from changes in fair values of the interest rate swap agreement	$ 15	$ 46
Line of credit
Derivative instruments
Interest rate swap agreement				$ 8,000
Level 2
Derivative instruments
Fair values of interest rate swap agreement			$ 3
Prepaid Expenses and Other Current Assets
Derivative instruments
Fair values of interest rate swap agreement			$ 3

INCOME TAXES	6 Months Ended
INCOME TAXES	Jun. 30, 2020
INCOME TAXES
INCOME TAXES	11. INCOME TAXES – AS RESTATED The provision for income tax expense for the six months ended June 30, 2020 and 2019 was $5.6 million and $4.8 million, respectively. The effective tax rate for the six months ended June 30, 2020 was 22.7% and differs from the federal statutory rate of 21% primarily due to state income taxes. The effective tax rate for the six months ended June 30, 2019 was 23.2% and differs from the federal statutory rate of 21% due to state income taxes.

OTHER NOTES RECEIVABLE (Details) - Other Note Receivable - USD ($) $ in Thousands	Jun. 30, 2020	Dec. 31, 2019
Notes Receivable
Outstanding principal balance	$ 13,712	$ 13,552
Allowance for loan losses	(72)	(74)
Total	$ 13,640	$ 13,478
Minimum
Notes Receivable
Interest rate on the other notes	6.25%
Maximum
Notes Receivable
Interest rate on the other notes	12.00%

PROPERTY, PLANT AND EQUIPMENT

6 Months Ended

Jun. 30, 2020

PROPERTY, PLANT AND EQUIPMENT

PROPERTY, PLANT AND EQUIPMENT

6. PROPERTY, PLANT AND EQUIPMENT

Property, plant and equipment consisted of the following:


	As of June 30,		As of December 31,
	2020		2019
Land	$	11,671	$	11,659
Buildings and leasehold improvements		10,422		10,059
Vehicles		1,663		1,580
Machinery and equipment		3,894		3,653
Furniture and fixtures		298		214
Total		27,948		27,165
Less accumulated depreciation		(6,628)		(6,127)
Total property, plant and equipment	$	21,320	$	21,038

Depreciation expense was $252 with $98 included as a component of cost of product sales for the three months ended June 30, 2020 and $253 with $91 included as a component of cost of product sales for the three months ended June 30, 2019. Depreciation expense was $501 with $203 included as a component of cost of product sales for the six months ended June 30, 2020 and $494 with $181 included as a component of cost of product sales for the six months ended June 30, 2019.

EARNINGS PER SHARE

6 Months Ended

Jun. 30, 2020

EARNINGS PER SHARE

EARNINGS PER SHARE

14. EARNINGS PER SHARE – AS RESTATED

Basic earnings per common share (“EPS”) is computed based on the weighted‑average number of common shares outstanding during each reporting period. Diluted EPS is based on the weighted-average number of common shares outstanding plus the number of additional shares that would have been outstanding had the dilutive common shares been issued. The following table reconciles the numerators and denominators used in the computations of both basic and diluted EPS.


	Three months ended				Six months ended
	June 30,				June 30,
	2020		2019		2020		2019
	(as restated)				(as restated)
Numerator:
Net income (in 000's)	$	10,040	$	8,633	$	19,063	$	15,846
Denominator:
Basic weighted-average common shares outstanding		24,201,220		24,369,890		24,260,274		24,442,921
Effect of dilutive securities:
Restricted stock grants		603		-		664		15,046
Diluted weighted-average common shares outstanding		24,201,823		24,369,890		24,260,938		24,457,967
Earnings per share attributable to Legacy Housing Corporation
Basic	$	0.41	$	0.35	$	0.79	$	0.65
Diluted	$	0.41	$	0.35	$	0.79	$	0.65

The diluted earnings per share calculation excludes 79,459 and 164,487 potential shares for the three months ended June 30, 2020 and 2019, respectively, and excludes 90,783 and 149,441 potential shares for the six months ended June 30, 2020 and 2019, respectively because the effect of including theses potential shares would be antidilutive.

OTHER ASSETS

6 Months Ended

Jun. 30, 2020

OTHER ASSETS

OTHER ASSETS

7. OTHER ASSETS

Other assets consisted of the following:


	As of June 30,		As of December 31,
	2020		2019
Leased property	$	3,408	$	2,067
Prepaid rent		287		299
Repossessed homes		1,651		1,846
Total	$	5,346	$	4,212

Depreciation expense for the leased property was $38 and $71 for the three and six months ended June 30, 2020.

DEBT - PPP Loans and Notes Payable (Details) - USD ($)					3 Months Ended	6 Months Ended	14 Months Ended
DEBT - PPP Loans and Notes Payable (Details) - USD ($)	May 01, 2020	Apr. 10, 2020	Apr. 07, 2018	May 24, 2016	Jun. 30, 2019	Jun. 30, 2019	Apr. 07, 2018	Feb. 02, 2017	Dec. 31, 2016	Apr. 07, 2011
Promissory note with Woodhaven Bank
Notes Payable
Face amount										$ 4,830,000
Interest rate			4.25%				4.25%	3.85%
Frequency of periodic payment			monthly
Principal and interest payments			$ 30,000
Interest expense					$ 38,000	$ 76,000
Promissory note with Woodhaven Bank \| Prime Rate
Notes Payable
Spread rate							0.60%
Promissory note with Eagle One LLC
Notes Payable
Face amount				$ 515,000
Interest rate				6.00%
Frequency of periodic payment				monthly
Principal and interest payments				$ 6,000
Interest expense					$ 0	$ 1,000
Paycheck Protection Program
Notes Payable
Face amount		$ 6,545,700
Interest rate		1.00%
Period of deferred interest		6 months
Prepayment penalties		$ 0
Repayment of loan	$ 6,645,700
PILOT Agreement
Notes Payable
Maximum borrowing capacity									$ 10,000,000
Interest rate									6.00%

NATURE OF OPERATIONS - Disaggregation of Revenue (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
Disaggregation of Revenue
Product sales	$ 39,179	$ 39,766	$ 70,375	$ 71,316
Consumer and MHP loans interest:
Interest - consumer installments notes	3,820	3,697	7,969	7,828
Interest - MHP notes	2,247	1,415	4,522	2,814
Total consumer and MHP loans interest	6,067	5,112	12,491	10,642
Other	760	883	1,414	1,757
Total net revenue	46,006	45,761	84,280	83,715
Direct sales
Disaggregation of Revenue
Product sales	3,850	5,553	6,076	10,000
Commercial sales
Disaggregation of Revenue
Product sales	21,059	17,604	36,851	30,107
Consignment sales
Disaggregation of Revenue
Product sales	9,114	10,625	17,924	20,662
Retail store sales
Disaggregation of Revenue
Product sales	4,325	4,928	7,536	8,269
Other
Disaggregation of Revenue
Product sales	$ 831	$ 1,056	$ 1,988	$ 2,278

NATURE OF OPERATIONS - IPO and Corporate Conversion (Details) - USD ($) $ / shares in Units, $ in Thousands			1 Months Ended		6 Months Ended
	Apr. 17, 2019	Jan. 01, 2018	Jan. 31, 2019	Dec. 31, 2018	Jun. 30, 2020	Jun. 30, 2019
Nature of operations
Shares issued upon incorporation (in shares)		20,000,000
Offering costs						$ 505
Shares repurchased	300,000				145,065
Share repurchase price (in dollars per share)	$ 10.20				$ 9.77
Stock Repurchase Program, Authorized Amount					$ 10,000
IPO
Nature of operations
Shares issued from sale of common stock			600,000	4,000,000
Share price (in dollars per share)			$ 12.00	$ 12.00
Offering costs			$ 505	$ 4,504
Proceeds from IPO net of underwriting discounts and offering expenses			$ 6,695	$ 43,492

CONSUMER LOANS RECEIVABLE - Narrative (Details) - USD ($) $ in Thousands	6 Months Ended	12 Months Ended
	Jun. 30, 2020	Dec. 31, 2019
Average contractual interest rate	13.90%	14.00%
Escrow liability	$ 7,548	$ 7,530
Number of years historical loss rate considers for calculation	3 years
Repossessed assets	$ 1,651	$ 1,846
Minimum
Consumer loans receivable term	3 years
Maximum
Consumer loans receivable term	30 years

Document and Entity Information - shares	6 Months Ended
Document and Entity Information - shares	Jun. 30, 2020	Aug. 10, 2020
Document and Entity Information
Document Type	10-Q/A
Document Period End Date	Jun. 30, 2020
Entity Registrant Name	Legacy Housing Corp
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		24,192,157
Entity Central Index Key	0001436208
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2020
Document Fiscal Period Focus	Q2
Amendment Flag	true
Amendment Description	EXPLANATORY NOTE Legacy Housing Corporation (the "Company") is filing this amended Form 10-Q/A ("Form 10-Q/A" and "Amendment") to amend its Quarterly Report on Form 10-Q for the period ended June 30, 2020, that was originally filed with the Securities and Exchange Commission (the "SEC") on August 14, 2020 ("Original Filing"), to restate its unaudited condensed balance sheet as of June 30, 2020, its unaudited condensed statements of operations, its unaudited condensed statement of cash flows, its unaudited condensed statement of changes in stockholders' equity, and related footnote disclosures for the three and six months ended June 30, 2020. As described in Item 4.02 of our Current Report on Form 8-K filed on November 6, 2020, the previously filed unaudited condensed financial statements for this period should no longer be relied upon. This Form 10-Q/A also amends certain other items in the Original Filing, as listed in "Items Amended in this Form 10 -Q/A" below.As further discussed in Note 1 to our unaudited condensed consolidated financial statements in Part I, Item 1, "Financial Statements" of this 10-Q/A, we concluded that we would restate our previously issued consolidated financial statements as of and for the period ended June 30, 2020, as set forth in the Original Filing in connection with the recognition in this 10-Q/A of an overstatement in accounts payable and costs of goods sold.As disclosed in our Form 10-Q for the Quarterly period ended June 30, 2020, the Company's management determined that there were deficiencies in internal control over financial reporting that constituted a material weakness. For a description of the material weakness in internal control over financial reporting, see Part I, Item 4 "Controls and Procedures" included in this Form 10-Q/A. Items Amended in this Form 10-Q/AFor the convenience of the reader, this Form 10-Q/A sets forth the Original Filing in its entirety, as modified and superseded as necessary to reflect the restatement described above. Accordingly, the Amendment does not reflect events occurring after the filing of the original Form 10-Q or modify or update those disclosures affected by subsequent events and should be read in conjunction with the Original Filing and our other filings with the SEC. Information not affected by the restatement is unchanged and reflects disclosures made at the time of the filing of the Original Filing. The disclosures impacted by the restatement include, but are not limited to, those related to cost of product sales, income tax expense, accounts payable, accrued liabilities and retained earnings. The following items in the Original Filing have been amended as a result of, and to reflect, the restatement: A.Part I, Item 1. Financial Statements B.Part I, Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operation C.Part II, Item 6. Exhibits In accordance with applicable SEC rules, this Amendment includes new certifications required by Rule 13a-14 under the Securities Exchange Act of 1934, as amended, or the Exchange Act, from our Chief Executive Officer and Chief Financial Officer dated as of the date of filing of this 10-Q/A.

SHARE-BASED COMPENSATION (Tables)

6 Months Ended

Jun. 30, 2020

SHARE-BASED COMPENSATION

Schedule of restricted stock units activity

The following is a summary of restricted stock units (the “RSU”) activity (in thousands, except per unit data):


	Number of Units		Weighted Average Grant date Fair Value
Nonvested, January 1, 2020	142	$	13.34
Granted	2	$	9.59
Vested	17	$	13.63
Canceled	(82)	$	13.12
Nonvested, June 30, 2020	45	$	13.46

Schedule of stock option activity

The following is a summary of option activity (in thousands, except per unit data):


	Number of Units	Weighted Average Exercise Price		Weighted Average Fair Value		Weighted Average Remaining Contractual Life	Aggregate Intrinsic Value
Outstanding, January 1, 2020	59		13.63		7.69	8.85
Granted	—	$	—	$	—	—	$	—
Exercised	—		—		—	—
Forfeited	(59)		13.63		7.69	—
Outstanding, June 30, 2020	—	$	—	$	—	—	$	—
Exercisable, June 30, 2020	—	$	—	$	—	—	$	—

DERIVATIVE FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS	6 Months Ended
	Jun. 30, 2020
DERIVATIVE FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS.
DERIVATIVE FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS	13. DERIVATIVE FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS Derivative Financial Instruments On February 2, 2012, the Company entered into a master interest rate swap agreement. The Company elected not to designate the interest rate swap agreements as cash flow hedges and, therefore, gains or losses on the agreements as well as the other offsetting gains or losses on the hedged items attributable to the hedged risk are recognized in current earnings. ASC 815‑10, Derivatives and Hedging, requires derivative instruments to be measured at fair value and recorded in the statements of financial position as either assets or liabilities. The Company entered into interest rate swap agreement with Capital One Bank on June 12, 2017 to fix the variable rate portion for $8,000 of the line of credit. This interest rate swap agreement matured on May 11, 2020 and is the only one outstanding during 2020. The fair values of the interest rate swap agreement was an asset included in prepaid expenses and other current assets and was $3 at December 31, 2019. Included in the statements of operations for the six months ended June 30, 2020 and 2019 were losses of $15 and $46, respectively, which are the result of the changes in the fair values of the interest rate swap agreement. Fair Value Measurements The Company accounts for its investments and derivative instruments in accordance with ASC 820‑10, Fair Value Measurement, which among other things provides the framework for measuring fair value. That framework provides a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level I measurement) and the lowest priority to unobservable inputs (Level III measurements). The three levels of fair value hierarchy under ASC 820‑10, Fair Value Measurement, are as follows: Level I Quoted prices are available in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date. Level II Significant observable inputs other than quoted prices in active markets for which inputs to the valuation methodology include: (1) Quoted prices for similar assets or liabilities in active markets; (2) Quoted prices for identical or similar assets or liabilities in inactive markets; (3) Inputs other than quoted prices that are observable; (4) Inputs that are derived principally from or corroborated by observable market data by correlation or other means. If the asset or liability has a specified (contractual) term, the Level II input must be observable for substantially the full term of the asset or liability. Level III Significant unobservable inputs that reflect an entity’s own assumptions that market participants would use in pricing the assets or liabilities. The asset or liability fair value measurement level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. The Company uses derivatives to manage risks related to interest rate movements. The Company does not enter into derivative contracts for speculative purposes. Interest rate swap contracts are recognized as assets or liabilities on the balance sheets and are measured at fair value. The fair value was calculated and provided by the lender, a Level II valuation technique. Management reviewed the fair values for the instruments as provided by the lender and determined the related asset and liability to be an accurate estimate of future gains and losses to the Company. The fair value of the interest rate swap was an asset valued at $3 at December 31, 2019. Fair Value of Financial Instruments The Company’s financial instruments consist primarily of cash and cash equivalents, accounts receivable, consumer loans, MHP Notes, other notes, accounts payable, lines of credit, notes payable, and dealer portion of consumer loans. The carrying amounts of cash and cash equivalents, accounts receivable, and accounts payable approximate their respective fair values because of the short‑term maturities or expected settlement dates of these instruments. This is considered a Level I valuation technique. The MHP Notes, other notes, lines of credit, and notes payable have variable interest rates that reflect market rates and their fair value approximates their carrying value. This is considered a Level II valuation technique. The Company also assessed the fair value of the consumer loans receivable based on the discounted value of the remaining principal and interest cash flows. The Company determined that the fair value of the consumer loan portfolio was approximately $123,000 compared to the book value of $107,236 as of June 30, 2020, and a fair value of approximately $119,000 compared to the book value of $105,042 as of December 31, 2019. This is a Level III valuation technique.

CONDENSED BALANCE SHEETS (Parenthetical) - $ / shares	Jun. 30, 2020	Dec. 31, 2019
CONDENSED BALANCE SHEETS
Preferred stock, par value (in dollars per share)	$ 0.001	$ 0.001
Preferred stock, shares authorized	10,000,000	10,000,000
Preferred stock, shares issued	0	0
Common stock, par value (in dollars per share)	$ 0.001	$ 0.001
Common stock, shares authorized	90,000,000	90,000,000
Common stock, shares issued	24,637,222	24,620,079
Common stock, shares outstanding	24,192,157	24,320,079
Treasury stock, shares	445,065	300,000

CONDENSED STATEMENTS OF CHANGES IN STOCKHOLDERS EQUITY (Parenthetical) $ in Thousands	3 Months Ended
	Mar. 31, 2019 USD ($)
CONDENSED STATEMENTS OF CHANGES IN STOCKHOLDERS EQUITY
Sale common stock offering, offering costs	$ 505

NATURE OF OPERATIONS - Revenue Recognition (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
Disaggregation of Revenue
Product sales	$ 39,179	$ 39,766	$ 70,375	$ 71,316
Incremental costs of obtaining a contract			true
Dealer commission, reimbursed dealer expenses and other similar costs	7,849	7,573	$ 12,756	11,900
Revenue from contract with customer product and service benchmark \| Customer concentration risk \| Independent third party and affiliates
Disaggregation of Revenue
Product sales	$ 14,320	$ 8,520	$ 26,306	$ 13,323
Concentration risk percentage	36.60%	21.40%	37.40%	18.70%

CONSUMER LOANS RECEIVABLE (Tables)

6 Months Ended

Jun. 30, 2020

CONSUMER LOANS RECEIVABLE

Schedule of Consumer loans receivable, net of allowance for loan losses and deferred financing fees


	As of June 30,		As of December 31,
	2020		2019
Consumer loans receivable	$	111,118	$	109,005
Loan discount and deferred financing fees, net		(2,966)		(3,050)
Allowance for loan losses		(916)		(913)
Consumer loans receivable, net	$	107,236	$	105,042

Schedule of allowance for loan losses


	Three Months Ended June 30,				Six Months Ended June 30,
	2020		2019		2020		2019
Allowance for loan losses, beginning of period	$	1,020	$	885	$	913	$	712
Provision for loan losses		65		30		280		437
Charge offs		(169)		(102)		(277)		(336)
Allowance for loan losses	$	916	$	813	$	916	$	813

Schedule of impaired and general reserve for allowance for loan losses


	As of June 30,		As of December 31,
	2020		2019
Total consumer loans	$	111,118	$	109,005
Total allowance for loan losses		916		913
Impaired loans individually evaluated for impairment		1,646		1,677
Specific reserve against impaired loans		567		529
Other loans collectively evaluated for allowance		109,472		107,328
General allowance for loan losses		349		384

Schedule of consumer loans receivable that are past due


	As of June 30,			As of December 31,
	2020		%	2019		%
Total consumer loans receivable	$	111,118	100.0	$	109,005	100.0
Past due consumer loans:
31 - 60 days past due	$	438	0.4	$	267	0.2
61 - 90 days past due		134	0.1		122	0.1
91 - 120 days past due		51	0.0		103	0.1
Greater than 120 days past due		1,268	1.1		1,065	1.0
Total past due	$	1,891	1.7	$	1,557	1.4

EARNINGS PER SHARE (Tables)

6 Months Ended

Jun. 30, 2020

EARNINGS PER SHARE

Summary of reconciliation of the numerators and denominators used in the computations of both basic and diluted EPS


	Three months ended				Six months ended
	June 30,				June 30,
	2020		2019		2020		2019
	(as restated)				(as restated)
Numerator:
Net income (in 000's)	$	10,040	$	8,633	$	19,063	$	15,846
Denominator:
Basic weighted-average common shares outstanding		24,201,220		24,369,890		24,260,274		24,442,921
Effect of dilutive securities:
Restricted stock grants		603		-		664		15,046
Diluted weighted-average common shares outstanding		24,201,823		24,369,890		24,260,938		24,457,967
Earnings per share attributable to Legacy Housing Corporation
Basic	$	0.41	$	0.35	$	0.79	$	0.65
Diluted	$	0.41	$	0.35	$	0.79	$	0.65

SHARE-BASED COMPENSATION

6 Months Ended

Jun. 30, 2020

SHARE-BASED COMPENSATION

SHARE-BASED COMPENSATION

10. SHARE-BASED COMPENSATION

Pursuant to the Legacy Housing Corporation 2018 Incentive Compensation Plan (the “Compensation Plan”), the Company may issue up to 10.0 million equity awards to employees, directors, consultants and nonemployee service providers in the form of stock options, stock and stock appreciation rights. Stock options may be granted with a contractual life of up to ten years. At June 30, 2020, the Company had 9.8 million shares available for grant under the Compensation Plan.

In February 2019, the Company granted 120,000 restricted shares of its common stock to members of senior management. The shares were granted on February 7, 2019 and had a grant date fair value of $1,636. The shares vest at a rate of 14.3% annually, beginning on February 7, 2019, and becoming fully vested on February 7, 2025. During the second quarter of 2020, 42,857 of these restricted shares were forfeited due to the departure of a member of senior managment.

The Company granted 2,936 restricted shares of its common stock to the independent directors on the Company’s Board of Directors. The shares were granted on February 7, 2019 and become fully vested on December 13, 2019.

In August 2019, the Company granted 39,526 restricted shares of its common stock to a member of senior management. The shares were granted on August 2, 2019 and had a grant date fair value of $496. The shares vest at a rate of 20.0% annually, beginning on August 2, 2020, becoming fully vested on August 2, 2024. This grant was canceled during the second quarter of 2020 due to the departure of the member of senior managment.

The Company granted 1,903 restricted shares of its common stock to the independent directors on the Company’s Board of Directors. The shares were granted on March 27, 2020 and become fully vested on December 13, 2020.

The following is a summary of restricted stock units (the “RSU”) activity (in thousands, except per unit data):


	Number of Units		Weighted Average Grant date Fair Value
Nonvested, January 1, 2020	142	$	13.34
Granted	2	$	9.59
Vested	17	$	13.63
Canceled	(82)	$	13.12
Nonvested, June 30, 2020	45	$	13.46

As of June 30, 2020, approximately 45,000 RSUs remained unvested. Unrecognized compensation expense related to these RSUs at June 30, 2020 was $550 and is expected to be recognized over 4.52 years.

The Company granted 58,694 incentive stock options to a member of senior management. The options were granted on February 7, 2019 at an exercise price of $13.63 per share. The options vest at a rate of 12.5% annually, beginning on February 7, 2019, and becoming fully vested on February 7, 2026. All options expire ten years after the date of grant. Weighted-average assumptions used in the Black-Scholes option pricing model for stock options granted were as follows: risk free interest rate of 2.41%; dividend yield of 0.00%; expected volatility of common stock of 65.0% and expected life of options of 7.9 years. During the second quarter of 2020, these options were forfeited due to the departure of a senior manager.

The following is a summary of option activity (in thousands, except per unit data):


	Number of Units	Weighted Average Exercise Price		Weighted Average Fair Value		Weighted Average Remaining Contractual Life	Aggregate Intrinsic Value
Outstanding, January 1, 2020	59		13.63		7.69	8.85
Granted	—	$	—	$	—	—	$	—
Exercised	—		—		—	—
Forfeited	(59)		13.63		7.69	—
Outstanding, June 30, 2020	—	$	—	$	—	—	$	—
Exercisable, June 30, 2020	—	$	—	$	—	—	$	—

On March 31, 2020, the Company filed a registration statement on Form S-8 to register with the SEC approximately 2.3 million shares of Legacy common stock available for issuance under the 2018 Incentive Compensation Plan. The registration statement became effective upon filing.

OTHER NOTES RECEIVABLE (Tables)

6 Months Ended

Jun. 30, 2020

OTHER NOTES RECEIVABLE

Schedule of balance outstanding on the other notes receivable


	As of June 30,		As of December 31,
	2020		2019
Outstanding principal balance	$	13,712	$	13,552
Allowance for loan losses		(72)		(74)
Total	$	13,640	$	13,478

DEBT	6 Months Ended
DEBT	Jun. 30, 2020
DEBT
DEBT	9. DEBT Lines of Credit Revolver 1 At December 31, 2019, the Company had a revolving line of credit (“Revolver 1”) with Capital One, N.A. with a maximum credit limit of $45,000 and a maturity date of May 11, 2020. On March 30, 2020, the Company entered into an agreement with Capital One, N.A. to replace Revolver 1 with a new revolving line of credit (“New Revolver”). The New Revolver has a maximum credit limit of $70,000 and a maturity date of March 30, 2024. For the period January 1, 2020 through March 30, 2020 and for the year ended December 31, 2019, Revolver 1 accrued interest at one-month LIBOR plus 2.40%. The interest rate in effect as of December 31, 2019 was 4.09%. Amounts available under Revolver 1 were subject to a formula based on eligible consumer loans and MHP Notes and were secured by all accounts receivable and the consumer loans receivable and MHP Notes. The amount of available credit under Revolver 1 was $16,140 as of December 31, 2019. The New Revolver accrues interest at one-month LIBOR plus 2.00%. The interest rate in effect as of June 30, 2020 was 2.18%. As with Revolver 1, amounts available under the New Revolver are subject to a formula based on eligible consumer loans and MHP Notes and are secured by all accounts receivable and the consumer loans receivable and MHP Notes. The amount of available credit under the New Revolver was $32,465 as of June 30, 2020. In connection with the New Revolver, we paid certain arrangement fees and other fees of approximately $0.3 million, which were capitalized as unamortized debt issuance costs and will be amortized to interest expense over the life of the New Revolver. For the three months ended June 30, 2020 and 2019, interest expense under the Capital One Revolvers was $226 and $66, respectively, and for the six months ended June 30, 2020 and 2019, interest expense under the Capital One Revolvers was $545 and $139, respectively. The outstanding balance as of June 30, 2020 and December 31, 2019 was $37,535 and $28,860, respectively. The Company was in compliance with all financial covenants as of June 30, 2020, including that it maintain a tangible net worth of at least $120,000 and that it maintain a ratio of debt to EBITDA of 4 to 1, or less. Revolver 2 In April 2016, the Company entered into an agreement with Veritex Community Bank to secure an additional revolving line of credit of $15,000 (“Revolver 2”). Revolver 2 accrues interest at one month LIBOR plus 2.50% and all unpaid principal and interest is due at maturity on April 4, 2021. Revolver 2 is secured by all finished goods inventory excluding repossessed homes. Amounts available under Revolver 2 are subject to a formula based on eligible inventory. The interest rates in effect as of March 31, 2020 and December 31, 2019 were 4.17% and 4.19%, respectively. On May 12, 2017, the Company entered into an agreement to increase the line of credit to $20,000. On October 15, 2018, Revolver 2 was amended to extend the maturity date from April 4, 2019 to April 4, 2021. The amount of available credit under Revolver 2 was $12,028 at March 31, 2020. The Company was in compliance with all required covenants as of March 31, 2020. For the six months ended June 30, 2020 and 2019, interest expense was $17 and $86, respectively. The outstanding balance as of March 31, 2020 and December 31, 2019 was $2,001. The Company was in compliance with the other financial covenants that it maintain a tangible net worth of at least $80,000. In April 2020, this note was paid in full and the facility was terminated. PPP Loan On April 10, 2020, the Company entered into a loan with Peoples Bank as the lender in an aggregate principal amount of $6,545,700 (the “Loan”) pursuant to the Paycheck Protection Program under the Coronavirus Aid, Relief, and Economic Security Act. The Loan was evidenced by a promissory note (the “Note”) dated April 10, 2020 and had a maturity date of April 10, 2022. The Note had an interest rate of 1.00% per annum, with the first six months of interest deferred. Principal and interest were payable monthly commencing on November 10, 2020 and could be prepaid by the Company at any time prior to maturity with no prepayment penalties. On May 1, 2020, this loan was paid in full. Notes Payable On April 7, 2011, the Company signed a promissory note for $4,830 with Woodhaven Bank. The amount due under the promissory note accrues interest at an annual rate of 3.85% through February 2, 2017 and then at the prime interest rate plus 0.60% through maturity on April 7, 2018. On April 7, 2018, the promissory note with Woodhaven Bank was renewed with varying amounts of principal and interest due through the maturity date, April 7, 2033. The promissory note calls for an interest rate of 4.25% and monthly payments of $30 with a final payment due at maturity. The note is secured by certain real property of the Company. Interest expense was $38 and $76 for the three and six months ended June 30, 2019. In October 2019, this note was paid in full. On May 24, 2016, the Company signed a promissory note for $515 with Eagle One, LLC collateralized by the purchase of real property located in Oklahoma City, Oklahoma. The amount due under the promissory note accrues interest at an annual rate of 6.00%. The promissory note calls for monthly principal and interest payments of $6 until June 1, 2026. Interest expense was $0 and $1 for the three and six months ended June 30, 2019. In January 2019, this note was paid in full. PILOT Agreement In December 2016, the Company entered into a Payment in Lieu of Taxes (“PILOT”) agreement commonly offered in Georgia by local community development programs to encourage industry development. The net effect of the PILOT agreement is to provide the Company with incentives through the abatement of local, city and county property taxes and to provide financing for improvements to the Company’s Georgia plant (the “Project”). In connection with the PILOT agreement, the Putman County Development Authority provides a credit facility for up to $10,000 which can be drawn upon to fund Project improvements and capital expenditures as defined in the agreement. If funds are drawn, the Company would pay transactions costs and debt service payments. The PILOT agreement requires interest payments of 6.00% per annum on outstanding balances, which are due each December 1st through maturity on December 1, 2021, at which time all unpaid principal and interest are due. The PILOT agreement is collateralized by the assets of the Project. As of June 30, 2020, the Company had not drawn on this credit facility.

RELATED PARTY TRANSACTIONS	6 Months Ended
RELATED PARTY TRANSACTIONS	Jun. 30, 2020
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS	15. RELATED PARTY TRANSACTIONS Bell Mobile Homes, a retailer owned by one of the Company’s significant owners, purchases manufactured homes from the Company. Accounts receivable balances due from Bell Mobile Homes were $208 and $549 as of June 30, 2020 and December 31, 2019, respectively. Accounts payable balances due to Bell Mobile Homes for maintenance and related services were $0 and $74 as of June 30, 2020 and December 31, 2019, respectively. Home sales to Bell Mobile Homes were $533 and $1,432 for the three months ended June 30, 2020 and 2019, respectively and $1,416 and $2,290 for the six months ended June 30, 2020 and 2019, respectively.

CONDENSED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
CONDENSED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
Net revenue:
Product sales	$ 39,179	$ 39,766	$ 70,375	$ 71,316
Consumer and MHP loans interest	6,067	5,112	12,491	10,642
Other	760	883	1,414	1,757
Total net revenue	46,006	45,761	84,280	83,715
Operating expenses:
Cost of product sales	28,688	27,876	50,547	49,760
Selling, general administrative expenses	4,064	6,144	9,676	12,635
Dealer incentive	186	239	380	449
Income from operations	13,068	11,502	23,677	20,871
Other income (expense):
Non-operating interest income	215	46	451	85
Miscellaneous, net	11	31	48	33
Gain on settlement, net			1,075
Interest expense	(239)	(158)	(577)	(347)
Total other	(13)	(81)	997	(229)
Income before income tax expense	13,055	11,421	24,674	20,642
Income tax expense	(3,015)	(2,788)	(5,611)	(4,796)
Net income	$ 10,040	$ 8,633	$ 19,063	$ 15,846
Weighted average shares outstanding:
Basic	24,201,220	24,369,890	24,260,274	24,442,921
Diluted	24,201,823	24,369,890	24,260,938	24,457,967
Net income per share:
Basic	$ 0.41	$ 0.35	$ 0.79	$ 0.65
Diluted	$ 0.41	$ 0.35	$ 0.79	$ 0.65

SHARE-BASED COMPENSATION - Summary of Stock options activity (Details) - $ / shares shares in Thousands		6 Months Ended
	Dec. 31, 2019	Jun. 30, 2020	Mar. 31, 2020
2018 Incentive Compensation Plan
Weighted Average Remaining Contractual Life and Intrinsic Value
Common stock available for issuance			2,300
Stock options
Number of units
Outstanding at the beginning		59
Forfeited		(59)
Outstanding at the end	59
Weighted Average Exercise Price
Outstanding at the beginning (in dollars per share)		$ 13.63
Forfeited (in dollars per share)		13.63
Outstanding at the end (in dollars per share)	$ 13.63
Weighted Average Fair Value
Outstanding at the beginning (in dollars per share)		7.69
Forfeited (in dollars per share)		$ 7.69
Outstanding at the end (in dollars per share)	$ 7.69
Weighted Average Remaining Contractual Life and Intrinsic Value
Outstanding (in years)	8 years 10 months 6 days

COMMITMENTS AND CONTINGENCIES

6 Months Ended

Jun. 30, 2020

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES

12. COMMITMENTS AND CONTINGENCIES

As of January 1, 2020, the Company instituted a self-insured health benefits plan with a stop-loss policy, which provides medical benefits to employees electing coverage under the plan. The Company estimates and records costs for incurred but not reported medical claims and claim development. This reserve is based on historical experience and other assumptions, some of which are subjective. The Company will adjust its self-insured medical benefits reserve based on actual experience, estimated costs and changes to assumptions. At June 30, 2020, the Company accrued a $179 liability for incurred but not reported claims.

The Company is contingently liable under terms of repurchase agreements with financial institutions providing inventory financing for independent retailers of its products. These arrangements, which are customary in the industry, provide for the repurchase of products sold to retailers in the event of default by the retailer. The Company’s obligation under these repurchase agreements ceases upon the purchase of the home by the retail customer. The maximum amount for which the Company was liable under such agreements approximated $404 and $260 at June 30, 2020 and December 31, 2019, respectively, without reduction for the resale value of the homes. The Company considers its obligations on current contracts to be immaterial and accordingly have not recorded any reserve for repurchase commitment as of June 30, 2020 or December 31, 2019.

Leases. The Company leases facilities under operating leases that typically have 10‑year terms. These leases usually offer the Company a right of first refusal that affords the Company the option to purchase the leased premises under certain terms in the event the landlord attempts to sell the leased premises to a third party. Rent expense was $144 and $133 for the three months ended June 30, 2020, and 2019, respectively, and $288 and $264 for the six months ended June 30, 2020, and 2019, respectively. The Company also subleases properties to third parties, ranging from 3‑year to 11‑year terms with various renewal options. Rental income from the subleased property was approximately $89 and $97 for the three months ended June 30, 2020 and 2019, respectively, and $182 and $186 for the six months ended June 30, 2020 and 2019, respectively.

Future minimum lease commitments under all non‑cancelable operating leases for each of the next five years at June 30, 2020, are as follows:


2020	$	296
2021		505
2022		435
2023		422
2024		314
Thereafter		808
Total	$	2,780

Legal Matters

The Company is party to certain legal proceedings that arise in the ordinary course and are incidental to its business. Certain of the claims pending against the Company in these proceedings allege, among other things, breach of contract and warranty, product liability and personal injury. Although litigation is inherently uncertain, based on past experience and the information currently available, management does not believe that the currently pending and threatened litigation or claims will have a material adverse effect on the Company’s financial position, liquidity or results of operations. However, future events or circumstances currently unknown to management will determine whether the resolution of pending or threatened litigation or claims will ultimately have a material effect on the Company’s financial position, liquidity or results of operations in any future reporting periods.

COMMITMENTS AND CONTINGENCIES (Details) - USD ($) $ in Thousands	Jun. 30, 2020	Dec. 31, 2019
Commitment
Self-insured liability	$ 179
Repurchase agreements
Commitment
Repurchase commitment	$ 404	$ 260

PROPERTY, PLANT AND EQUIPMENT (Tables)

6 Months Ended

Jun. 30, 2020

PROPERTY, PLANT AND EQUIPMENT

Schedule of property, plant and equipment


	As of June 30,		As of December 31,
	2020		2019
Land	$	11,671	$	11,659
Buildings and leasehold improvements		10,422		10,059
Vehicles		1,663		1,580
Machinery and equipment		3,894		3,653
Furniture and fixtures		298		214
Total		27,948		27,165
Less accumulated depreciation		(6,628)		(6,127)
Total property, plant and equipment	$	21,320	$	21,038

CONSUMER LOANS RECEIVABLE

6 Months Ended

Jun. 30, 2020

CONSUMER LOANS RECEIVABLE

CONSUMER LOANS RECEIVABLE

2. CONSUMER LOANS RECEIVABLE

Consumer loans receivable result from financing transactions entered into with retail consumers of mobile homes sold through independent retailers and company-owned retail locations. Consumer loans receivable generally consist of the sales price and any additional financing fees, less the buyer’s down payment. Interest income is recognized monthly per the terms of the financing agreements. The average contractual interest rate per loan was approximately 13.9% as of June 30, 2020 and 14.0% as of December 31, 2019. Consumer loans receivable have maturities that range from 3 to 30 years.

Loan applications go through an underwriting process that considers credit history to evaluate credit risk of the consumer. Interest rates on approved loans are determined based on consumer credit score, payment ability and down payment amount.

The Company uses payment history to monitor the credit quality of the consumer loans on an ongoing basis.

The Company may also receive escrow payments for property taxes and insurance included in its consumer loan collections. The liabilities associated with these escrow collections totaled $7,548 and $7,530 as of June 30, 2020 and December 31, 2019, respectively, and are included in escrow liability in the balance sheets.

Allowance for Loan Losses—Consumer Loans Receivable

The allowance for loan losses reflects management’s estimate of losses inherent in the consumer loans that may be uncollectible based upon review and evaluation of the consumer loan portfolio as of the date of the balance sheet. An allowance for loan losses is determined after giving consideration to, among other things, the loan characteristics, including the financial condition of borrowers, the value and liquidity of collateral, delinquency and historical loss experience.

The allowance for loan losses is comprised of two components: the general reserve and specific reserves. The Company’s calculation of the general reserve considers the historical loss rate for the last three years, adjusted for the estimated loss discovery period and any qualitative factors both internal and external to the Company. Specific reserves are determined based on probable losses on specific classified impaired loans.

The Company’s policy is to place a loan on nonaccrual status when there is a clear indication that the borrower’s cash flow may not be sufficient to meet payments as they become due, which is normally when either principal or interest is past due and remains unpaid for more than 90 days. Management implemented this policy based on an analysis of historical data, current performance of loans and the likelihood of recovery once principal or interest payments became delinquent and were aged more than 90 days. Payments received on nonaccrual loans are accounted for on a cash basis, first to interest and then to principal, as long as the remaining book balance of the asset is deemed to be collectible. The accrual of interest resumes when the past due principal or interest payments are brought within 90 days of being current.

Impaired loans are those loans where it is probable the Company will be unable to collect all amounts due in accordance with the original contractual terms of the loan agreement, including scheduled principal and interest payments. Impaired loans, or portions thereof, are charged off when deemed uncollectible. A loan is generally deemed impaired if it is more than 90 days past due on principal or interest, is in bankruptcy proceedings, or is in the process of repossession. A specific reserve is created for impaired loans based on fair value of underlying collateral value, less estimated selling costs. The Company uses various factors to determine the value of the underlying collateral for impaired loans. These factors are: (1) the length of time the unit was unsold after construction; (2) the amount of time the house was occupied; (3) the cooperation level of the borrowers, i.e., loans requiring legal action or extensive field collection efforts; (4) units located on private property as opposed to a manufactured home park; (5) the length of time the borrower has lived in the house without making payments; (6) location, size, and market conditions; and (7) the experience and expertise of the particular dealer assisting in collection efforts.

Collateral for repossessed loans is acquired through foreclosure or similar proceedings and is recorded at the estimated fair value of the home, less the costs to sell. At repossession, the fair value of the collateral is computed based on the historical recovery rates of previously charged‑off loans; the loan is charged off and the loss is charged to the allowance for loan losses. At each reporting period, the fair value of the collateral is adjusted to the lower of the amount recorded at repossession or the estimated sales price less estimated costs to sell, based on current information. Repossessed homes totaled $1,651 and $1,846 as of June 30, 2020 and December 31, 2019, respectively, and are included in other assets in the balance sheets.

Consumer loans receivable, net of allowance for loan losses and deferred financing fees, consisted of the following:


	As of June 30,		As of December 31,
	2020		2019
Consumer loans receivable	$	111,118	$	109,005
Loan discount and deferred financing fees, net		(2,966)		(3,050)
Allowance for loan losses		(916)		(913)
Consumer loans receivable, net	$	107,236	$	105,042

The following table presents a detail of the activity in the allowance for loan losses:


	Three Months Ended June 30,				Six Months Ended June 30,
	2020		2019		2020		2019
Allowance for loan losses, beginning of period	$	1,020	$	885	$	913	$	712
Provision for loan losses		65		30		280		437
Charge offs		(169)		(102)		(277)		(336)
Allowance for loan losses	$	916	$	813	$	916	$	813

The impaired and general reserve for allowance for loan losses consisted of the following:


	As of June 30,		As of December 31,
	2020		2019
Total consumer loans	$	111,118	$	109,005
Total allowance for loan losses		916		913
Impaired loans individually evaluated for impairment		1,646		1,677
Specific reserve against impaired loans		567		529
Other loans collectively evaluated for allowance		109,472		107,328
General allowance for loan losses		349		384

As of June 30, 2020 and December 31, 2019, the total principal outstanding for consumer loans on nonaccrual status was $1,646 and $1,677, respectively. A detailed aging of consumer loans receivable that are past due as of June 30, 2020 and December 31, 2019 were as follows:


	As of June 30,			As of December 31,
	2020		%	2019		%
Total consumer loans receivable	$	111,118	100.0	$	109,005	100.0
Past due consumer loans:
31 - 60 days past due	$	438	0.4	$	267	0.2
61 - 90 days past due		134	0.1		122	0.1
91 - 120 days past due		51	0.0		103	0.1
Greater than 120 days past due		1,268	1.1		1,065	1.0
Total past due	$	1,891	1.7	$	1,557	1.4

OTHER NOTES RECEIVABLE

6 Months Ended

Jun. 30, 2020

OTHER NOTES RECEIVABLE

OTHER NOTES RECEIVABLE

4. OTHER NOTES RECEIVABLE

Other notes receivable relate to various notes issued to mobile park owners and dealers, which are not directly tied to sale of mobile homes. The other notes have varying maturity dates and call for monthly principal and interest payments. The other notes are collateralized by mortgages on real estate, units being financed and used as offices, as well as vehicles, and are typically personally guaranteed by the borrowers. The interest rate on the other notes are fixed and range from 6.25% to 12.00%. The Company reserves for estimated losses on the other notes based on current economic conditions that may affect the borrower’s ability to pay, the borrower’s financial strength, and historical loss experience.

The balance outstanding on the other notes receivable were as follows:


	As of June 30,		As of December 31,
	2020		2019
Outstanding principal balance	$	13,712	$	13,552
Allowance for loan losses		(72)		(74)
Total	$	13,640	$	13,478

INCOME TAXES (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
INCOME TAXES (Details) - USD ($) $ in Thousands	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
INCOME TAXES
Tax expense	$ 3,015	$ 2,788	$ 5,611	$ 4,796
Effective tax rate (as a percent)			22.70%	23.20%
Federal statutory rate			21.00%	21.00%

CONSUMER LOANS RECEIVABLE - Aging of consumer loans receivable (Details) - USD ($) $ in Thousands	6 Months Ended	12 Months Ended
	Jun. 30, 2020	Dec. 31, 2019
Past due consumer loans:
Principal outstanding on consumer loans	$ 1,646	$ 1,677
Total consumer loans	$ 111,118	$ 109,005
Total consumer loans receivable (as a percent)	100.00%	100.00%
Consumer loans receivable past due	$ 1,891	$ 1,557
Consumer loans receivable past due (Percent)	1.70%	1.40%
31 - 60 days past due
Past due consumer loans:
Consumer loans receivable past due	$ 438	$ 267
Consumer loans receivable past due (Percent)	0.40%	0.20%
61 - 90 days past due
Past due consumer loans:
Consumer loans receivable past due	$ 134	$ 122
Consumer loans receivable past due (Percent)	0.10%	0.10%
91 - 120 days past due
Past due consumer loans:
Consumer loans receivable past due	$ 51	$ 103
Consumer loans receivable past due (Percent)	0.00%	0.10%
Greater than 120 days past due
Past due consumer loans:
Consumer loans receivable past due	$ 1,268	$ 1,065
Consumer loans receivable past due (Percent)	1.10%	1.00%

OTHER ASSETS (Tables)

6 Months Ended

Jun. 30, 2020

OTHER ASSETS

Schedule of Other Assets


	As of June 30,		As of December 31,
	2020		2019
Leased property	$	3,408	$	2,067
Prepaid rent		287		299
Repossessed homes		1,651		1,846
Total	$	5,346	$	4,212

SHARE-BASED COMPENSATION - Stock options (Details) - Stock options - $ / shares		6 Months Ended
	Feb. 07, 2019	Jun. 30, 2020
Fair value assumptions for options granted
Expiration period		10 years
Risk free interest rate		2.41%
Dividend yield		0.00%
Expected volatility		65.00%
Expected life		7 years 10 months 24 days
Senior management
Fair value assumptions for options granted
Stock options granted (in shares)	58,694
Exercise price (in dollar per share)	$ 13.63
Vesting percentage	12.50%

INVENTORIES (Tables)

6 Months Ended

Jun. 30, 2020

INVENTORIES

Schedule of inventory


	As of June 30,		As of December 31,
	2020		2019
Raw materials	$	10,496	$	9,434
Work in progress		410		383
Finished goods		27,987		29,341
Total	$	38,893	$	39,158

CONDENSED STATEMENTS OF CHANGES IN STOCKHOLDERS EQUITY - USD ($) $ in Thousands	Common Stock	Treasury stock	Additional paid-in-capital	Retained earnings	Total
Beginning Balance at Dec. 31, 2018	$ 24		$ 167,743	$ 21,513	$ 189,280
Beginning Balance (in shares) at Dec. 31, 2018	24,000,000
Sale of common stock, net of offering costs	$ 1		6,694		6,695
Shares issued from sale of common stock	600,000
Share based compensation expense and stock units vested			234		234
Share based compensation expense and stock units vested (in shares)	17,143
Net income				7,213	7,213
Ending Balance at Mar. 31, 2019	$ 25		174,671	28,726	203,422
Ending Balance (in shares) at Mar. 31, 2019	24,617,143
Beginning Balance at Dec. 31, 2018	$ 24		167,743	21,513	189,280
Beginning Balance (in shares) at Dec. 31, 2018	24,000,000
Net income					15,846
Ending Balance at Jun. 30, 2019	$ 25	$ (3,060)	174,858	37,359	209,182
Ending Balance (in shares) at Jun. 30, 2019	24,617,143
Beginning Balance at Mar. 31, 2019	$ 25		174,671	28,726	203,422
Beginning Balance (in shares) at Mar. 31, 2019	24,617,143
Share based compensation expense and stock units vested			187		187
Purchase of treasury stock		(3,060)			(3,060)
Net income				8,633	8,633
Ending Balance at Jun. 30, 2019	$ 25	(3,060)	174,858	37,359	209,182
Ending Balance (in shares) at Jun. 30, 2019	24,617,143
Beginning Balance at Dec. 31, 2019	$ 25	(3,060)	175,067	50,357	$ 222,389
Beginning Balance (in shares) at Dec. 31, 2019	24,620,079				24,620,079
Share based compensation expense and stock units vested			97		$ 97
Share based compensation expense and stock units vested (in shares)	17,143
Purchase of treasury stock		(682)			(682)
Net income				9,025	9,025
Ending Balance at Mar. 31, 2020	$ 25	(3,742)	175,164	59,382	230,829
Ending Balance (in shares) at Mar. 31, 2020	24,637,222
Beginning Balance at Dec. 31, 2019	$ 25	(3,060)	175,067	50,357	$ 222,389
Beginning Balance (in shares) at Dec. 31, 2019	24,620,079				24,620,079
Net income					$ 19,063
Ending Balance at Jun. 30, 2020	$ 25	(4,477)	175,200	69,422	$ 240,170
Ending Balance (in shares) at Jun. 30, 2020	24,637,222				24,637,222
Beginning Balance at Mar. 31, 2020	$ 25	(3,742)	175,164	59,382	$ 230,829
Beginning Balance (in shares) at Mar. 31, 2020	24,637,222
Share based compensation expense and stock units vested			36		36
Purchase of treasury stock		(735)			(735)
Net income				10,040	10,040
Ending Balance at Jun. 30, 2020	$ 25	$ (4,477)	$ 175,200	$ 69,422	$ 240,170
Ending Balance (in shares) at Jun. 30, 2020	24,637,222				24,637,222

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References + Details

NATURE OF OPERATIONS - Accounts Receivable (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2020	Dec. 31, 2019
Accounts Receivable
Credit period	30 days
Allowance for doubtful accounts	$ 374	$ 457

COMMITMENTS AND CONTINGENCIES (Tables)

6 Months Ended

Jun. 30, 2020

COMMITMENTS AND CONTINGENCIES

Schedule of future minimum lease commitments


2020	$	296
2021		505
2022		435
2023		422
2024		314
Thereafter		808
Total	$	2,780

CONSUMER LOANS RECEIVABLE - Consumer loans receivable, net (Details) - USD ($) $ in Thousands	Jun. 30, 2020	Mar. 31, 2020	Dec. 31, 2019	Jun. 30, 2019	Mar. 31, 2019	Dec. 31, 2018
CONSUMER LOANS RECEIVABLE
Consumer loans receivable	$ 111,118		$ 109,005
Loan discount and deferred financing fees, net	(2,966)		(3,050)
Allowance for loan losses	(916)	$ (1,020)	(913)	$ (813)	$ (885)	$ (712)
Consumer loans receivable, net	$ 107,236		$ 105,042

EARNINGS PER SHARE- Tabular (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
Numerator:
Net income (in 000's)	$ 10,040	$ 8,633	$ 19,063	$ 15,846
Denominator:
Basic weighted-average common shares outstanding	24,201,220	24,369,890	24,260,274	24,442,921
Effect of dilutive securities:
Diluted weighted-average common shares outstanding	24,201,823	24,369,890	24,260,938	24,457,967
Earnings per share attributable to Legacy Housing Corporation
Basic	$ 0.41	$ 0.35	$ 0.79	$ 0.65
Diluted	$ 0.41	$ 0.35	$ 0.79	$ 0.65
Restricted stock units
Effect of dilutive securities:
Dilutive securities	603		664	15,046

NATURE OF OPERATIONS - Condensed Consolidated Statements Of Operations (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended				6 Months Ended
	Jun. 30, 2020	Mar. 31, 2020	Jun. 30, 2019	Mar. 31, 2019	Jun. 30, 2020	Jun. 30, 2019
Operating expenses:
Cost of product sales	$ 28,688		$ 27,876		$ 50,547	$ 49,760
Income from operations	13,068		11,502		23,677	20,871
Income before income tax expense	13,055		11,421		24,674	20,642
Income tax expense	(3,015)		(2,788)		(5,611)	(4,796)
Net income	$ 10,040	$ 9,025	$ 8,633	$ 7,213	$ 19,063	$ 15,846
Net income per share:
Basic	$ 0.41		$ 0.35		$ 0.79	$ 0.65
Diluted	$ 0.41		$ 0.35		$ 0.79	$ 0.65
Error corrections in accounts payable and cost of goods sold
Operating expenses:
Cost of product sales	$ 28,688				$ 50,547
Income from operations	13,068				23,677
Income before income tax expense	13,055				24,674
Income tax expense	(3,015)				(5,611)
Net income	$ 10,040				$ 19,063
Net income per share:
Basic	$ 0.41				$ 0.79
Diluted	$ 0.41				$ 0.79
As Originally Reported \| Error corrections in accounts payable and cost of goods sold
Operating expenses:
Cost of product sales	$ 30,557				$ 52,416
Income from operations	11,199				21,808
Income before income tax expense	11,186				22,805
Income tax expense	(2,590)				(5,186)
Net income	$ 8,596				$ 17,619
Net income per share:
Basic	$ 0.36				$ 0.73
Diluted	$ 0.36				$ 0.73
Adjustments \| Error corrections in accounts payable and cost of goods sold
Operating expenses:
Cost of product sales	$ (1,869)				$ (1,869)
Income from operations	1,869				1,869
Income before income tax expense	1,869				1,869
Income tax expense	(425)				(425)
Net income	$ 1,444				$ 1,444
Net income per share:
Basic	$ 0.05				$ 0.06
Diluted	$ 0.05				$ 0.06

OTHER ASSETS (Details) - USD ($) $ in Thousands	3 Months Ended	6 Months Ended
OTHER ASSETS (Details) - USD ($) $ in Thousands	Jun. 30, 2020	Jun. 30, 2020	Dec. 31, 2019
OTHER ASSETS
Leased property	$ 3,408	$ 3,408	$ 2,067
Prepaid rent	287	287	299
Repossessed homes	1,651	1,651	1,846
Total	5,346	5,346	$ 4,212
Depreciation expense on leased property	$ 38	$ 71

COMMITMENTS AND CONTINGENCIES - Leases (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
Leases
Operating lease, term of contract (in years)	10 years		10 years
Rent expense	$ 144	$ 133	$ 288	$ 264
Sublease rental income	89	$ 97	182	$ 186
Future minimum lease commitments
2020	296		296
2021	505		505
2022	435		435
2023	422		422
2024	314		314
Thereafter	808		808
Total	$ 2,780		$ 2,780
Minimum
Leases
Sublease, term of contract (in years)			3 years
Maximum
Leases
Sublease, term of contract (in years)			11 years

NOTES RECEIVABLE FROM MOBILE HOME PARKS (MHP Notes)	6 Months Ended
NOTES RECEIVABLE FROM MOBILE HOME PARKS (MHP Notes)	Jun. 30, 2020
NOTES RECEIVABLE FROM MOBILE HOME PARKS (“MHP Notes”)
NOTES RECEIVABLE FROM MOBILE HOME PARKS (“MHP Notes”)	3. NOTES RECEIVABLE FROM MOBILE HOME PARKS (“MHP Notes”) MHP Notes are stated at amounts due from customers, net of allowance for loan losses. The Company determines the allowance by considering several factors including the aging of the past due balance, the customer’s payment history, and the Company’s previous loss history. The Company establishes an allowance reserve composed of specific and general reserve amounts. The Company had concentrations of MHP Notes with an independent third-party and its affiliates that equaled 47.4% and 38.3% of the principal balance outstanding, all of which was secured, as of June 30, 2020 and December 31, 2019, respectively. There were minimal past due balances on the MHP Notes as of June 30, 2020 and December 31, 2019 and no charge offs were recorded for MHP Notes during the three and six months ended June 30, 2020 and 2019, respectively. Allowance for loan loss is considered immaterial and accordingly no loss is recorded against the MHP Notes as of June 30, 2020 and December 31, 2019.

NATURE OF OPERATIONS - Condensed Consolidated Cash Flows (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019
Operating activities:
Net income	$ 19,063	$ 15,846
Accounts payable	(2,560)	934
Accrued liabilities	6,412	1,449
Net cash used in operating activities	(5,266)	$ 3,341
Error corrections in accounts payable and cost of goods sold
Operating activities:
Net income	19,063
Accounts payable	(2,560)
Accrued liabilities	6,412
Net cash used in operating activities	(5,266)
As Originally Reported \| Error corrections in accounts payable and cost of goods sold
Operating activities:
Net income	17,619
Accounts payable	(691)
Accrued liabilities	5,987
Net cash used in operating activities	(5,266)
Adjustments \| Error corrections in accounts payable and cost of goods sold
Operating activities:
Net income	1,444
Accounts payable	(1,869)
Accrued liabilities	$ 425

- Definition

The consolidated profit or loss for the period, net of income taxes, including the portion attributable to the noncontrolling interest.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 220
-SubTopic 10
-Section 45
-Paragraph 1A
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=118930883&loc=SL7669619-108580

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 810
-SubTopic 10
-Section 50
-Paragraph 1A
-Subparagraph (a)(1)
-URI http://asc.fasb.org/extlink&oid=109239629&loc=SL4573702-111684

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 220
-SubTopic 10
-Section 45
-Paragraph 1B
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=118930883&loc=SL7669625-108580

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 810
-SubTopic 10
-Section 50
-Paragraph 1A
-Subparagraph (c)(1)
-URI http://asc.fasb.org/extlink&oid=109239629&loc=SL4573702-111684

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 22
-URI http://asc.fasb.org/extlink&oid=115929826&loc=d3e8736-108599

Reference 6: http://www.xbrl.org/2003/role/exampleRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 810
-SubTopic 10
-Section 55
-Paragraph 4J
-URI http://asc.fasb.org/extlink&oid=116874947&loc=SL4591551-111686

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 230
-SubTopic 10
-Section 45
-Paragraph 2
-URI http://asc.fasb.org/extlink&oid=118932676&loc=d3e3000-108585

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 810
-SubTopic 10
-Section 45
-Paragraph 19
-URI http://asc.fasb.org/extlink&oid=108774443&loc=SL4569616-111683

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (c)
-URI http://asc.fasb.org/extlink&oid=115929826&loc=d3e8933-108599

Reference 10: http://www.xbrl.org/2003/role/exampleRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 810
-SubTopic 10
-Section 55
-Paragraph 4K
-URI http://asc.fasb.org/extlink&oid=116874947&loc=SL4591552-111686

+ Details

DERIVATIVE FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS - Fair Value of Financial Instruments (Details) - USD ($) $ in Thousands	Jun. 30, 2020	Dec. 31, 2019
Fair Value \| Level 3
Receivables, Fair Value Disclosure [Abstract]
Loans	$ 123,000	$ 119,000
Book Value
Receivables, Fair Value Disclosure [Abstract]
Loans	$ 107,236	$ 105,042

ACCRUED LIABILITIES (Tables)

6 Months Ended

Jun. 30, 2020

ACCRUED LIABILITIES.

Schedule of accrued liabilities


	As of June 30,		As of December 31,
	2020		2019
	(as restated)
Warranty liability	$	2,893	$	3,078
Litigation reserve		320		325
Federal and state taxes payable		6,847		1,761
Accrued expenses & other accrued liabilities		5,159		3,644
Total	$	15,219	$	8,808

INVENTORIES

6 Months Ended

Jun. 30, 2020

INVENTORIES

INVENTORIES

5. INVENTORIES

Inventories consisted of the following:


	As of June 30,		As of December 31,
	2020		2019
Raw materials	$	10,496	$	9,434
Work in progress		410		383
Finished goods		27,987		29,341
Total	$	38,893	$	39,158

CONSUMER LOANS RECEIVABLE - Allowance for loan losses (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
CONSUMER LOANS RECEIVABLE
Allowance for loan losses, beginning of period	$ 1,020	$ 885	$ 913	$ 712
Provision for loan losses	65	30	280	437
Charge offs	(169)	(102)	(277)	(336)
Allowance for loan losses, end of period	$ 916	$ 813	$ 916	$ 813