Document_and_Entity_Informatio
Document and Entity Information | 9 Months Ended | |
Nov. 01, 2014 | Dec. 05, 2014 | |
Document And Entity Information [Abstract] | ' | ' |
Document Type | '10-Q | ' |
Amendment Flag | 'false | ' |
Document Period End Date | 1-Nov-14 | ' |
Document Fiscal Year Focus | '2014 | ' |
Document Fiscal Period Focus | 'Q3 | ' |
Trading Symbol | 'RH | ' |
Entity Registrant Name | 'Restoration Hardware Holdings Inc | ' |
Entity Central Index Key | '0001528849 | ' |
Current Fiscal Year End Date | '--01-31 | ' |
Entity Filer Category | 'Large Accelerated Filer | ' |
Entity Common Stock, Shares Outstanding | ' | 39,577,121 |
Condensed_Consolidated_Balance
Condensed Consolidated Balance Sheets (USD $) | Nov. 01, 2014 | Feb. 01, 2014 |
In Thousands, unless otherwise specified | ||
Current assets: | ' | ' |
Cash and cash equivalents | $157,127 | $13,389 |
Accounts receivable-net | 27,646 | 22,028 |
Merchandise inventories | 610,497 | 453,845 |
Current deferred tax assets | 21,400 | 21,400 |
Prepaid expense and other current assets | 101,592 | 103,153 |
Total current assets | 918,262 | 613,815 |
Property and equipment-net | 331,988 | 214,909 |
Goodwill | 124,592 | 122,424 |
Trademarks and domain names | 47,833 | 47,410 |
Other intangible assets-net | 858 | 1,298 |
Non-current deferred tax assets | 17,702 | 16,980 |
Other assets | 11,088 | 8,267 |
Total assets | 1,452,323 | 1,025,103 |
Current liabilities: | ' | ' |
Accounts payable and accrued expenses | 262,381 | 206,778 |
Deferred revenue and customer deposits | 69,927 | 53,595 |
Current deferred tax liabilities | 144 | 145 |
Other current liabilities | 44,551 | 56,930 |
Total current liabilities | 377,003 | 317,448 |
Convertible senior notes -net (Note 7) | 281,014 | ' |
Revolving line of credit | 0 | 85,425 |
Deferred rent and lease incentives | 39,406 | 37,727 |
Other non-current obligations | 116,545 | 39,231 |
Total liabilities | 813,968 | 479,831 |
Commitments and contingencies (Note 13) | ' | ' |
Stockholders' equity: | ' | ' |
Preferred stock, $0.0001 par value per share, 10,000,000 shares authorized, no shares issued and outstanding as of November 1, 2014 and February 1, 2014 | ' | ' |
Common stock, $0.0001 par value per share, 180,000,000 shares authorized, 39,523,759 shares issued and outstanding as of November 1, 2014 and 39,124,764 shares issued and outstanding as of February 1, 2014 | 4 | 4 |
Additional paid-in capital | 645,914 | 584,641 |
Accumulated other comprehensive income | 537 | 629 |
Retained earnings (accumulated deficit) | 11,185 | -37,292 |
Treasury stock-at cost, 292,263 and 40,353 shares, respectively | -19,285 | -2,710 |
Total stockholders' equity | 638,355 | 545,272 |
Total liabilities and stockholders' equity | $1,452,323 | $1,025,103 |
Condensed_Consolidated_Balance1
Condensed Consolidated Balance Sheets (Parenthetical) (USD $) | Nov. 01, 2014 | Feb. 01, 2014 |
Statement of Financial Position [Abstract] | ' | ' |
Preferred stock, par value | $0.00 | $0.00 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $0.00 | $0.00 |
Common stock, shares authorized | 180,000,000 | 180,000,000 |
Common stock, shares issued | 39,523,759 | 39,124,764 |
Common stock, shares outstanding | 39,523,759 | 39,124,764 |
Treasury stock, shares | 292,263 | 40,353 |
Condensed_Consolidated_Stateme
Condensed Consolidated Statements of Operations (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Nov. 01, 2014 | Nov. 02, 2013 | Nov. 01, 2014 | Nov. 02, 2013 |
Income Statement [Abstract] | ' | ' | ' | ' |
Net revenues | $484,675 | $395,832 | $1,284,695 | $1,079,267 |
Cost of goods sold | 304,302 | 255,032 | 812,064 | 697,364 |
Gross profit | 180,373 | 140,800 | 472,631 | 381,903 |
Selling, general and administrative expenses | 143,685 | 116,940 | 382,230 | 385,312 |
Income (loss) from operations | 36,688 | 23,860 | 90,401 | -3,409 |
Interest expense | -5,210 | -2,165 | -11,612 | -4,196 |
Income (loss) before income taxes | 31,478 | 21,695 | 78,789 | -7,605 |
Income tax expense | 12,049 | 12,146 | 30,312 | 842 |
Net income (loss) | $19,429 | $9,549 | $48,477 | ($8,447) |
Weighted-average shares used in computing basic net income (loss) per share | 39,507,272 | 38,888,208 | 39,260,458 | 38,558,952 |
Basic net income (loss) per share | $0.49 | $0.25 | $1.23 | ($0.22) |
Weighted-average shares used in computing diluted net income (loss) per share | 41,392,831 | 41,053,211 | 40,954,249 | 38,558,952 |
Diluted net income (loss) per share | $0.47 | $0.23 | $1.18 | ($0.22) |
Condensed_Consolidated_Stateme1
Condensed Consolidated Statements of Comprehensive Income (Loss) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Nov. 01, 2014 | Nov. 02, 2013 | Nov. 01, 2014 | Nov. 02, 2013 |
Statement of Comprehensive Income [Abstract] | ' | ' | ' | ' |
Net income (loss) | $19,429 | $9,549 | $48,477 | ($8,447) |
Foreign currency translation adjustment-net of tax | -167 | -203 | -92 | -276 |
Total comprehensive income (loss) | $19,262 | $9,346 | $48,385 | ($8,723) |
Condensed_Consolidated_Stateme2
Condensed Consolidated Statements of Cash Flows (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Nov. 01, 2014 | Nov. 02, 2013 |
CASH FLOWS FROM OPERATING ACTIVITIES | ' | ' |
Net income (loss) | $48,477 | ($8,447) |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | ' | ' |
Depreciation and amortization | 24,995 | 19,959 |
Amortization of debt discount | 4,754 | ' |
Excess tax benefit from exercise of stock options | -7,937 | -1,440 |
Stock-based compensation expense | 11,660 | 65,847 |
Deferred income taxes | 309 | -12,872 |
Amortization of deferred financing fees and debt issuance costs | 794 | 897 |
Change in assets and liabilities: | ' | ' |
Accounts receivable | -5,626 | -5,003 |
Merchandise inventories | -156,660 | -94,980 |
Prepaid expense and other assets | 4,396 | -11,973 |
Accounts payable and accrued expenses | 44,818 | 48,258 |
Deferred revenue and customer deposits | 16,332 | 9,607 |
Other current liabilities | -10,808 | 18,323 |
Deferred rent and lease incentives | 2,203 | 3,476 |
Other non-current obligations | -465 | -1,197 |
Net cash provided by (used in) operating activities | -22,758 | 30,455 |
CASH FLOWS FROM INVESTING ACTIVITIES | ' | ' |
Capital expenditures | -69,690 | -57,622 |
Purchase of trademarks and domain names | -423 | ' |
Net cash used in investing activities | -70,113 | -57,622 |
CASH FLOWS FROM FINANCING ACTIVITIES | ' | ' |
Gross borrowings under revolving line of credit | 749,945 | 1,190,178 |
Gross repayments under revolving line of credit | -835,370 | -1,164,434 |
Proceeds from issuance of convertible senior notes | 350,000 | ' |
Proceeds from issuance of warrants | 40,390 | ' |
Purchase of convertible note hedges | -73,325 | ' |
Convertible debt issuance costs | -5,385 | ' |
Payments on capital leases | -1,655 | -1,418 |
Proceeds from the exercise of stock options | 6,220 | 1,436 |
Excess tax benefit from the exercise of stock options | 7,937 | 1,440 |
Tax withholdings related to the issuance of stock-based awards | -2,115 | -178 |
Net cash provided by financing activities | 236,642 | 27,024 |
Effects of foreign currency exchange rate translation | -33 | -14 |
Net increase (decrease) in cash and cash equivalents | 143,738 | -157 |
Cash and cash equivalents | ' | ' |
Beginning of period | 13,389 | 8,354 |
End of period | 157,127 | 8,197 |
Non-cash transactions: | ' | ' |
Property and equipment acquired under capital lease | 6,836 | ' |
Property and equipment acquired under build-to-suit lease transactions | 54,181 | 24,734 |
Property and equipment additions in accounts payable and accrued expenses at period end | 18,405 | 15,667 |
Issuance of non-current notes payable related to share repurchases from former employees | $16,575 | $2,524 |
The_Company
The Company | 9 Months Ended |
Nov. 01, 2014 | |
Accounting Policies [Abstract] | ' |
The Company | ' |
NOTE 1—THE COMPANY | |
Nature of Business | |
Restoration Hardware Holdings, Inc., a Delaware corporation, together with its subsidiaries (collectively, the “Company”), is a luxury home furnishings retailer that offers a growing number of categories including furniture, lighting, textiles, bathware, décor, outdoor and garden, tableware and children’s furnishings. These products are sold through the Company’s stores, catalogs and websites. As of November 1, 2014, the Company operated a total of 68 retail stores and 18 outlet stores in 29 states, the District of Columbia and Canada, and had sourcing operations in Shanghai and Hong Kong. | |
Basis of Presentation | |
The accompanying unaudited interim condensed consolidated financial statements have been prepared from the Company’s records and, in management’s opinion, include all adjustments necessary to fairly state the Company’s financial position as of November 1, 2014, and the results of operations for the three and nine months ended November 1, 2014 and November 2, 2013, and changes of cash flow for the nine months ended November 1, 2014 and November 2, 2013. The Company’s current fiscal year ends on January 31, 2015 (“fiscal 2014”). | |
Certain information and disclosures normally included in the notes to annual consolidated financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted for purposes of these interim condensed consolidated financial statements. | |
These unaudited interim condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and related notes included in the Company’s Annual Report on Form 10-K for the fiscal year ended February 1, 2014 (“2013 Form 10-K”). Certain prior year amounts have been reclassified for consistency with the current period presentation. This reclassification had no effect on the previously reported consolidated results of operations, financial position or cash flows. | |
The results of operations for the three and nine months ended November 1, 2014 presented herein are not necessarily indicative of the results to be expected for the full fiscal year. | |
Acquisition | |
On February 3, 2014, the Company completed a business acquisition from an entity that is owned by an employee of the Company for an aggregate purchase price of $2.5 million. The Company accounted for this acquisition utilizing the purchase method. In accordance with the purchase method, all assets and liabilities were recorded at fair value, including goodwill and other intangible assets acquired. Goodwill and other intangible assets related to this acquisition are included in these condensed consolidated financial statements. | |
Convertible Senior Notes | |
In June 2014, the Company issued $350 million principal amount of 0.00% convertible senior notes due 2019 in a private offering. In connection with the issuance of these notes, the Company entered into convertible note hedge transactions for which it paid an aggregate $73.3 million. In addition, the Company sold warrants for which it received aggregate proceeds of $40.4 million. Taken together, the Company received total cash proceeds of $311.7 million, net of the initial purchasers’ discounts and commissions and offering costs of $5.4 million. Refer to Note 7—Convertible Senior Notes. | |
Credit Agreement | |
On November 24, 2014, Restoration Hardware, Inc. and its Canadian subsidiary, Restoration Hardware Canada, Inc., entered into a Tenth Amended and Restated Credit Agreement, dated as of November 24, 2014, among Restoration Hardware, Inc. and Restoration Hardware Canada, Inc., as borrowers, the guarantors party thereto, the lenders party thereto and Bank of America, N.A. as administrative agent and collateral agent. This agreement amended and restated the Ninth Amended and Restated Credit Agreement dated as of August 3, 2011, as amended. Refer to Note 8—Line of Credit. |
Recent_Accounting_Pronouncemen
Recent Accounting Pronouncements | 9 Months Ended |
Nov. 01, 2014 | |
Accounting Changes and Error Corrections [Abstract] | ' |
Recent Accounting Pronouncements | ' |
NOTE 2—RECENT ACCOUNTING PRONOUNCEMENTS | |
Accounting for Leases | |
The Financial Accounting Standards Board (“FASB”) is currently working on amendments to existing accounting standards governing a number of areas including, but not limited to, accounting for leases. In May 2013, the FASB issued an Accounting Standards Update (Revised), Leases (Topic 842) (the “Exposure Draft”), which would replace the existing guidance in ASC 840—Leases (“ASC 840”). Under the Exposure Draft, among other changes in practice, a lessee’s rights and obligations under most leases, including existing and new arrangements, would be recognized as assets and liabilities, respectively, on the balance sheet. Other significant provisions of the Exposure Draft include (i) defining the “lease term” to include the noncancellable period together with periods for which there is a significant economic incentive for the lessee to extend or not terminate the lease; (ii) defining the initial lease liability to be recorded on the balance sheet to contemplate only those variable lease payments that depend on an index or that are in substance “fixed”; and (iii) a dual approach for determining whether lease expense is recognized on a straight-line or accelerated basis, depending on whether the lessee is expected to consume more than an insignificant portion of the leased asset’s economic benefits. The comment period for the Exposure Draft ended on September 13, 2013. If and when effective, this Exposure Draft will likely have a significant impact on the Company’s consolidated financial statements. However, as the standard-setting process is still ongoing, the Company is unable to determine the impact this proposed change in accounting standards will have on its consolidated financial statements. | |
Presentation of Unrecognized Tax Benefits | |
In July 2013, the FASB issued an Accounting Standards Update 2013-11—Income Taxes (Topic 740), which requires that an unrecognized tax benefit, or a portion of an unrecognized tax benefit, should be presented in the financial statements as a reduction to a deferred tax asset for a net operating loss carryforward, a similar tax loss, or a tax credit carryforward, with certain exceptions. This guidance is effective for annual and interim reporting periods beginning after December 15, 2013, with early adoption permitted. The Company adopted this guidance in the first quarter of fiscal 2014 and adoption did not have a material impact on its consolidated financial statements. | |
Revenue from Contracts with Customers | |
In May 2014, the FASB and International Accounting Standards Board issued their converged accounting standard update on revenue recognition, Accounting Standards Update 2014-09—Revenue from Contracts with Customers (Topic 606). This guidance outlines a single comprehensive model for companies to use in accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance, including industry-specific guidance. The core principle of the revenue model is that revenue is recognized when a customer obtains control of a good or service. A customer obtains control when it has the ability to direct the use of and obtain the benefits from the good or service. Under the new guidance, transfer of control is no longer the same as transfer of risks and rewards as indicated in prior guidance. The Company will also need to apply new guidance to determine whether revenue should be recognized over time or at a point in time. This guidance is effective retrospectively for fiscal years and interim periods within those years beginning after December 15, 2016 (the Company’s first quarter of fiscal 2017). The Company does not currently believe the guidance will have a material impact on its consolidated financial statements. |
Prepaid_Expense_and_Other_Curr
Prepaid Expense and Other Current Assets | 9 Months Ended | ||||||||
Nov. 01, 2014 | |||||||||
Text Block [Abstract] | ' | ||||||||
Prepaid Expense and Other Current Assets | ' | ||||||||
NOTE 3—PREPAID EXPENSE AND OTHER CURRENT ASSETS | |||||||||
Prepaid expense and other current assets consist of the following (in thousands): | |||||||||
November 1, | February 1, | ||||||||
2014 | 2014 | ||||||||
Capitalized catalog costs | $ | 61,767 | $ | 49,274 | |||||
Vendor deposits | 23,259 | 36,694 | |||||||
Prepaid expense and other current assets | 16,566 | 17,185 | |||||||
Total prepaid expense and other current assets | $ | 101,592 | $ | 103,153 | |||||
Goodwill_and_Intangible_Assets
Goodwill and Intangible Assets | 9 Months Ended | ||||||||||||||||
Nov. 01, 2014 | |||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ' | ||||||||||||||||
Goodwill and Intangible Assets | ' | ||||||||||||||||
NOTE 4—GOODWILL AND INTANGIBLE ASSETS | |||||||||||||||||
The following sets forth the goodwill and intangible assets as of November 1, 2014 (in thousands): | |||||||||||||||||
Gross | Accumulated | Foreign | Net Book | ||||||||||||||
Carrying | Amortization | Currency | Value | ||||||||||||||
Amount | Translation | ||||||||||||||||
Intangible assets subject to amortization: | |||||||||||||||||
Fair value of leases (1) | |||||||||||||||||
Fair market write-up | $ | 5,748 | $ | (4,953 | ) | $ | 43 | $ | 838 | ||||||||
Fair market write-down (2) | (1,467 | ) | 1,084 | — | (383 | ) | |||||||||||
Customer relationships (3) | 80 | (60 | ) | — | 20 | ||||||||||||
Total intangible assets subject to amortization | 4,361 | (3,929 | ) | 43 | 475 | ||||||||||||
Intangible assets not subject to amortization: | |||||||||||||||||
Goodwill | 124,461 | — | 131 | 124,592 | |||||||||||||
Trademarks and domain names | 47,833 | — | — | 47,833 | |||||||||||||
Total intangible assets | $ | 176,655 | $ | (3,929 | ) | $ | 174 | $ | 172,900 | ||||||||
-1 | The fair value of each lease is amortized over the life of the respective lease. | ||||||||||||||||
-2 | The fair market write-down of leases is included in other non-current obligations on the condensed consolidated balance sheets. | ||||||||||||||||
-3 | Customer relationships are amortized over a one-year period. | ||||||||||||||||
The following sets forth the goodwill and intangible assets as of February 1, 2014 (in thousands): | |||||||||||||||||
Gross | Accumulated | Foreign | Net Book | ||||||||||||||
Carrying | Amortization | Currency | Value | ||||||||||||||
Amount | Translation | ||||||||||||||||
Intangible assets subject to amortization: | |||||||||||||||||
Fair value of leases (1) | |||||||||||||||||
Fair market write-up | $ | 10,443 | $ | (9,187 | ) | $ | 42 | $ | 1,298 | ||||||||
Fair market write-down (2) | (2,591 | ) | 2,072 | — | (519 | ) | |||||||||||
Total intangible assets subject to amortization | 7,852 | (7,115 | ) | 42 | 779 | ||||||||||||
Intangible assets not subject to amortization: | |||||||||||||||||
Goodwill | 122,285 | — | 139 | 122,424 | |||||||||||||
Trademarks and domain names | 47,410 | — | — | 47,410 | |||||||||||||
Total intangible assets | $ | 177,547 | $ | (7,115 | ) | $ | 181 | $ | 170,613 | ||||||||
-1 | The fair value of each lease is amortized over the life of the respective lease. | ||||||||||||||||
-2 | The fair market write-down of leases is included in other non-current obligations on the condensed consolidated balance sheets. |
Accounts_Payable_Accrued_Expen
Accounts Payable, Accrued Expenses and Other Current Liabilities | 9 Months Ended | ||||||||
Nov. 01, 2014 | |||||||||
Payables and Accruals [Abstract] | ' | ||||||||
Accounts Payable, Accrued Expenses and Other Current Liabilities | ' | ||||||||
NOTE 5—ACCOUNTS PAYABLE, ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES | |||||||||
Accounts payable and accrued expenses consist of the following (in thousands): | |||||||||
November 1, | February 1, | ||||||||
2014 | 2014 | ||||||||
Accounts payable | $ | 149,445 | $ | 116,306 | |||||
Accrued compensation | 32,538 | 29,498 | |||||||
Accrued freight and duty | 19,670 | 21,309 | |||||||
Accrued sales taxes | 17,375 | 13,995 | |||||||
Accrued legal settlements | 14,873 | 6,970 | |||||||
Accrued occupancy | 11,504 | 6,306 | |||||||
Accrued catalog costs | 9,163 | 7,663 | |||||||
Accrued professional fees | 3,220 | 3,119 | |||||||
Other accrued expenses | 4,593 | 1,612 | |||||||
Total accounts payable and accrued expenses | $ | 262,381 | $ | 206,778 | |||||
Accounts payable included negative cash balances due to outstanding checks of $9.7 million and $25.5 million as of November 1, 2014 and February 1, 2014, respectively. | |||||||||
Other current liabilities consist of the following (in thousands): | |||||||||
November 1, | February 1, | ||||||||
2014 | 2014 | ||||||||
Unredeemed gift card and merchandise credit liability | $ | 21,773 | $ | 18,830 | |||||
Federal, state and foreign tax payable | 11,357 | 22,254 | |||||||
Allowance for sales returns | 10,488 | 12,142 | |||||||
Capital lease obligation—current | 333 | 1,807 | |||||||
Other liabilities | 600 | 1,897 | |||||||
Total other current liabilities | $ | 44,551 | $ | 56,930 | |||||
Other_NonCurrent_Obligations
Other Non-Current Obligations | 9 Months Ended | ||||||||
Nov. 01, 2014 | |||||||||
Other Liabilities Disclosure [Abstract] | ' | ||||||||
Other Non-Current Obligations | ' | ||||||||
NOTE 6—OTHER NON-CURRENT OBLIGATIONS | |||||||||
Other non-current obligations consist of the following (in thousands): | |||||||||
November 1, | February 1, | ||||||||
2014 | 2014 | ||||||||
Financing obligations under build-to-suit lease transactions | $ | 87,346 | $ | 33,165 | |||||
Non-current notes payable for share repurchases | 19,285 | 2,710 | |||||||
Non-current capital lease obligations | 7,557 | 389 | |||||||
Unrecognized tax benefits | 1,235 | 1,739 | |||||||
Other non-current obligations | 1,122 | 1,228 | |||||||
Total other non-current obligations | $ | 116,545 | $ | 39,231 | |||||
Interest expense related to financing obligations under build-to-suit lease transactions was $1.6 million and $0.5 million for the three months ended November 1, 2014 and November 2, 2013, respectively. Interest expense related to financing obligations under build-to-suit lease transactions was $3.8 million and $0.7 million for the nine months ended November 1, 2014 and November 2, 2013, respectively. | |||||||||
Interest expense related to the notes payable for share repurchases was $0.2 million and $30,000 for the three months ended November 1, 2014 and November 2, 2013, respectively. Interest expense related to the notes payable for share repurchases was $0.6 million and $30,000 for the nine months ended November 1, 2014 and November 2, 2013, respectively. |
Convertible_Senior_Notes
Convertible Senior Notes | 9 Months Ended | ||||||||
Nov. 01, 2014 | |||||||||
Debt Disclosure [Abstract] | ' | ||||||||
Convertible Senior Notes | ' | ||||||||
NOTE 7—CONVERTIBLE SENIOR NOTES | |||||||||
0.00% Convertible Senior Notes due 2019 | |||||||||
In June 2014, the Company issued $350 million principal amount of 0.00% convertible senior notes due 2019 (the “Notes”) in a private offering. The Notes are governed by the terms of an indenture between the Company and U.S. Bank National Association, as the Trustee. The Notes will mature on June 15, 2019, unless earlier purchased by the Company or converted. The Notes will not bear interest, except that the Notes will be subject to “special interest” in certain limited circumstances in the event of the failure of the Company to perform certain of its obligations under the indenture governing the Notes. The Notes are unsecured obligations and do not contain any financial covenants or restrictions on the payments of dividends, the incurrence of indebtedness or the issuance or repurchase of securities by the Company or any of its subsidiaries. Certain events are also considered “events of default” under the Notes, which may result in the acceleration of the maturity of the Notes, as described in the indenture governing the Notes. | |||||||||
The initial conversion rate applicable to the Notes is 8.6143 shares of common stock per $1,000 principal amount of Notes, which is equivalent to an initial conversion price of approximately $116.09 per share. The conversion rate will be subject to adjustment upon the occurrence of certain specified events, but will not be adjusted for any accrued and unpaid special interest. In addition, upon the occurrence of a “make-whole fundamental change,” the Company will, in certain circumstances, increase the conversion rate by a number of additional shares for a holder that elects to convert its Notes in connection with such make-whole fundamental change. | |||||||||
Prior to March 15, 2019, the Notes will be convertible only under the following circumstances: (1) during any calendar quarter commencing after September 30, 2014, if, for at least 20 trading days (whether or not consecutive) during the 30 consecutive trading day period ending on the last trading day of the immediately preceding fiscal quarter, the last reported sale price of the Company’s common stock on such trading day is greater than or equal to 130% of the applicable conversion price on such trading day; (2) during the five consecutive business day period after any ten consecutive trading day period in which, for each day of that period, the trading price per $1,000 principal amount of Notes for such trading day was less than 98% of the product of the last reported sale price of the Company’s common stock and the applicable conversion rate on such trading day; or (3) upon the occurrence of specified corporate transactions. On and after March 15, 2019, until the close of business on the second scheduled trading day immediately preceding the maturity date, holders may convert all or a portion of their Notes at any time, regardless of the foregoing circumstances. Upon conversion, the Notes will be settled, at the Company’s election, in cash, shares of the Company’s common stock, or a combination of cash and shares of the Company’s common stock. | |||||||||
Under GAAP, certain convertible debt instruments that may be settled in cash on conversion are required to be separately accounted for as liability and equity components of the instrument in a manner that reflects the issuer’s non-convertible debt borrowing rate. Accordingly, in accounting for the issuance of the Notes, the Company separated the Notes into liability and equity components. The carrying amount of the liability component was calculated by measuring the fair value of a similar liability that does not have an associated convertible feature. The carrying amount of the equity component, which is recognized as a debt discount, represents the difference between the proceeds from the issuance of the Notes and the fair value of the liability component of the Notes. The excess of the principal amount of the liability component over its carrying amount (“debt discount”) will be amortized to interest expense using an effective interest rate of 4.51% over the term of the Notes. The equity component is not remeasured as long as it continues to meet the conditions for equity classification. | |||||||||
In accounting for the debt issuance costs related to the issuance of the Notes, the Company allocated the total amount incurred to the liability and equity components based on their relative values. Debt issuance costs attributable to the liability component are amortized to interest expense using the effective interest method over the term of the Notes, and debt issuance costs attributable to the equity component are netted with the equity component in stockholders’ equity. | |||||||||
Debt issuance costs related to the Notes were comprised of discounts and commissions payable to the initial purchasers of $4.4 million and third party offering costs of $1.0 million. Discounts and commissions payable to the initial purchasers attributable to the liability component were recorded as a contra-liability and are presented net against the convertible senior notes balance on the condensed consolidated balance sheets. Third party offering costs attributable to the liability component were recorded as an asset and are presented in other assets on the condensed consolidated balance sheets. During the three and nine months ended November 1, 2014, the Company recorded $0.2 million and $0.3 million, respectively, related to the amortization of debt issuance costs. | |||||||||
The Notes consist of the following components as of November 1, 2014 (in thousands): | |||||||||
Liability component | |||||||||
Principal | $ | 350,000 | |||||||
Less: Debt discount | (65,728 | ) | |||||||
Net carrying amount | $ | 284,272 | |||||||
Equity component (1) | $ | 70,482 | |||||||
-1 | Included in additional paid-in capital on the condensed consolidated balance sheets. | ||||||||
The Company recorded interest expense of $3.2 million and $4.8 million for the amortization of the debt discount related to the Notes for the three and nine months ended November 1, 2014, respectively. | |||||||||
The fair value of the Notes, which was determined based on inputs that are observable in the market (Level 2), and the carrying value of the debt instruments (carrying value excludes the equity component of the Notes classified in stockholders’ equity) were as follows as of November 1, 2014 (in thousands): | |||||||||
Fair Value | Carrying Value | ||||||||
Convertible senior notes | $ | 270,254 | $ | 284,272 | |||||
Convertible Bond Hedge and Warrant Transactions | |||||||||
In connection with the offering of the Notes, the Company entered into convertible note hedge transactions whereby the Company has the option to purchase a total of approximately 3.0 million shares of its common stock at a price of approximately $116.09 per share. The total cost of the convertible note hedge transactions was $73.3 million. In addition, the Company sold warrants whereby the holders of the warrants have the option to purchase a total of approximately 3.0 million shares of the Company’s common stock at a price of $171.98 per share. The Company received $40.4 million in cash proceeds from the sale of these warrants. Taken together, the purchase of the convertible note hedges and sale of the warrants are intended to offset any actual dilution from the conversion of the Notes and to effectively increase the overall conversion price from $116.09 per share to $171.98 per share. As these transactions meet certain accounting criteria, the convertible note hedges and warrants are recorded in stockholders’ equity, are not accounted for as derivatives and are not remeasured each reporting period. The net costs incurred in connection with the convertible note hedge and warrant transactions were recorded as a reduction to additional paid-in capital on the condensed consolidated balance sheets. | |||||||||
The Company recorded a deferred tax liability of $27.5 million in connection with the debt discount associated with the Notes and recorded a deferred tax asset of $28.6 million in connection with the convertible note hedge transactions. Both the deferred tax liability and deferred tax assets are included in non-current deferred tax assets on the condensed consolidated balance sheets. |
Line_of_Credit
Line of Credit | 9 Months Ended |
Nov. 01, 2014 | |
Debt Disclosure [Abstract] | ' |
Line of Credit | ' |
NOTE 8—LINE OF CREDIT | |
On June 27, 2014, in connection with the issuance of the convertible senior notes, the Company paid $154.8 million to settle all outstanding loan amounts under the revolving line of credit, including principal and interest. As of November 1, 2014, the Company did not have any amounts outstanding under the revolving line of credit. As of November 1, 2014, the Company had $381.9 million undrawn borrowing availability under the revolving line of credit. As of November 1, 2014 and February 1, 2014, the Company had $18.1 million and $18.9 million in outstanding letters of credit, respectively. | |
Borrowings under the revolving line of credit are subject to interest, at the borrowers’ option, at either the bank’s reference rate or LIBOR (or the Bank of America “BA” Rate or the Canadian Prime Rate, as such terms are defined in the credit agreement, for Canadian borrowings denominated in Canadian dollars or the United States Index Rate or LIBOR for Canadian borrowings denominated in United States dollars) plus an applicable margin rate, in each case. | |
The credit agreement contains various restrictive covenants, including, among others, limitations on the ability to incur liens, make loans or other investments, incur additional debt, issue additional equity, merge or consolidate with or into another person, sell assets, pay dividends or make other distributions, or enter into transactions with affiliates, along with other restrictions and limitations typical to credit agreements of this type and size. As of November 1, 2014, the Company was in compliance with all covenants contained in the credit agreement. | |
On November 24, 2014, the Company amended its existing revolving line of credit by entering into an amended and restated credit agreement with the lenders party thereto and Bank of America, N.A. as administrative agent and collateral agent. The amended and restated credit agreement increased the existing revolving line of credit by $182.5 million, while eliminating the $15.0 million term loan facility under the existing revolving line of credit. Under the amended and restated credit agreement, the Company has the option to increase the amount of the revolving line of credit by up to an additional $200.0 million, subject to satisfaction of certain customary conditions at the time of such increase. The amended and restated credit agreement has a maturity date of November 24, 2019. | |
The availability of credit at any given time under the amended and restated credit agreement is limited by reference to a borrowing base formula based upon numerous factors, including the value of eligible inventory and eligible accounts receivable. As a result of the borrowing base formula, the actual borrowing availability under the revolving line of credit could be less than the stated amount of the revolving line of credit (as reduced by the actual borrowings and outstanding letters of credit under the revolving line of credit). All obligations under the amended and restated credit agreement are secured by substantially all of the Company’s assets, including accounts receivable, inventory, intangible assets, property, equipment, goods and fixtures. | |
Borrowings under the revolving line of credit are subject to interest, at the borrowers’ option, at either the bank’s reference rate or LIBOR (or the BA Rate or the Canadian Prime Rate, as such terms are defined in the credit agreement, for Canadian borrowings denominated in Canadian dollars or the United States Index Rate or LIBOR for Canadian borrowings denominated in United States dollars) plus an applicable margin rate, in each case. The amended and restated credit agreement contains various restrictive covenants, including, among others, limitations on the ability to grant liens, make loans or other investments, incur additional debt, issue additional equity, merge or consolidate with or into another person, sell assets, pay dividends or make other distributions or enter into transactions with affiliates, along with other restrictions and limitations typical to credit agreements of this type and size. The amended and restated credit agreement does not contain any significant financial or coverage ratio covenants unless the domestic availability under the revolving line of credit is less than the greater of (i) $20.0 million and (ii) 10% of the lesser of (A) the aggregate domestic commitments under the amended and restated credit agreement and (B) the domestic borrowing base. If the availability under the amended and restated credit agreement is less than the foregoing amount, then the Company is required to maintain a consolidated fixed charge coverage ratio of at least one to one. Such ratio is approximately the ratio on the last day of each month on a trailing twelve-month basis of (a) (i) consolidated EBITDA (as defined in the amended and restated credit agreement) minus (ii) capital expenditures, minus (iii) the income taxes paid in cash to (b) the sum of (i) debt service charges plus (ii) certain dividends and distributions paid. The amended and restated credit agreement requires a daily sweep of cash to prepay the loans under the agreement while (i) an event of default exists or (ii) the availability under the revolving line of credit for extensions of credit to the Company is less than the greater of (A) $20.0 million and (B) 10% of the lesser of the domestic commitments and the domestic borrowing base. |
Income_Taxes
Income Taxes | 9 Months Ended |
Nov. 01, 2014 | |
Income Tax Disclosure [Abstract] | ' |
Income Taxes | ' |
NOTE 9—INCOME TAXES | |
The effective tax rate was 38.28% and 55.99% for the three months ended November 1, 2014, and November 2, 2013, respectively. The effective tax rate was 38.47% and a negative 11.07% for the nine months ended November 1, 2014, and November 2, 2013, respectively. The effective tax rate for the three and nine months ended November 1, 2014 included the reversal of a Canadian income tax contingency due to the lapse in the statute of limitations. The effective tax rate for the three months ended November 2, 2013 was significantly impacted by non-deductible stock-based compensation and other non-deductible expenses. The effective tax rate for the nine months ended November 2, 2013 was significantly impacted by the Company reporting a loss before income taxes, non-deductible stock-based compensation and other non-deductible expenses. | |
As of November 1, 2014, the Company has a valuation allowance of $0.2 million against deferred tax assets for its Shanghai operations. | |
As of November 1, 2014 and February 1, 2014, $1.1 million and $1.4 million, respectively, of the exposures related to unrecognized tax benefits would affect the effective tax rate if realized and are included in other non-current obligations on the condensed consolidated balance sheets. These amounts are primarily associated with foreign tax exposures that would, if realized, reduce the amount of net operating losses that would ultimately be utilized. As of November 1, 2014, the Company does not have any exposures related to unrecognized tax benefits that are expected to decrease in the next 12 months. | |
Adjustments required upon adoption of accounting for uncertainty in income taxes related to deferred tax assets were offset by the related valuation allowance. Future changes to the Company’s assessment of the realizability of those deferred tax assets will impact the effective tax rate. The Company accounts for interest and penalties related to exposures as a component of income tax expense. The Company had interest accruals of $0.2 million and $0.3 million associated with exposures as of November 1, 2014 and February 1, 2014, respectively. |
Earnings_Per_Share
Earnings Per Share | 9 Months Ended | ||||||||||||||||
Nov. 01, 2014 | |||||||||||||||||
Earnings Per Share [Abstract] | ' | ||||||||||||||||
Earnings Per Share | ' | ||||||||||||||||
NOTE 10—EARNINGS PER SHARE | |||||||||||||||||
The weighted-average shares used for earnings per share is as follows: | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
November 1, | November 2, | November 1, | November 2, | ||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
Weighted-average shares—basic | 39,507,272 | 38,888,208 | 39,260,458 | 38,558,952 | |||||||||||||
Effect of dilutive stock-based awards | 1,885,559 | 2,165,003 | 1,693,791 | — | |||||||||||||
Weighted-average shares—diluted | 41,392,831 | 41,053,211 | 40,954,249 | 38,558,952 | |||||||||||||
For the nine months ended November 2, 2013, basic and diluted shares were equal as the Company was in a loss position. | |||||||||||||||||
The following number of options and restricted stock units were excluded from the calculation of diluted earnings per share because their inclusion would have been anti-dilutive: | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
November 1, | November 2, | November 1, | November 2, | ||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
Options | 1,310,664 | 1,294,006 | 2,110,191 | 9,410,530 | |||||||||||||
Restricted stock units | 2,901 | 37,662 | 14,549 | 273,283 | |||||||||||||
Total anti-dilutive stock-based awards | 1,313,565 | 1,331,668 | 2,124,740 | 9,683,813 | |||||||||||||
Share_Repurchases
Share Repurchases | 9 Months Ended |
Nov. 01, 2014 | |
Equity [Abstract] | ' |
Share Repurchases | ' |
NOTE 11—SHARE REPURCHASES | |
Certain options and awards granted under the Company’s equity plans contain a repurchase right, which may be exercised at the Company’s discretion in the event of the termination of an employee’s employment with the Company. | |
During the three months ended November 1, 2014, no shares were repurchased. During the nine months ended November 1, 2014, the Company repurchased 251,910 shares of common stock from former employees pursuant to such repurchase right for fair value at a purchase price of $16.6 million. The repurchases were settled with the issuance of promissory notes bearing interest at a weighted-average rate of approximately 5%, paid annually, with principal due generally at the end of an 8-year term. | |
During the three and nine months ended November 2, 2013, the Company repurchased 37,883 shares of common stock from former employees pursuant to such repurchase right for fair value at a purchase price of $2.5 million. The repurchases were settled with the issuance of promissory notes bearing interest at 5%, paid annually, with principal due at the end of a 10-year term. | |
As of November 1, 2014 and February 1, 2014, the aggregate unpaid principal amount of the notes payable for share repurchases was $19.3 million and $2.7 million, respectively, which is included in other non-current obligations on the condensed consolidated balance sheets. During the three and nine months ended November 1, 2014 and November 2, 2013, the Company recorded interest expense on the outstanding notes. Refer to Note 6—Other Non-Current Obligations. |
StockBased_Compensation
Stock-Based Compensation | 9 Months Ended |
Nov. 01, 2014 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' |
Stock-Based Compensation | ' |
NOTE 12—STOCK-BASED COMPENSATION | |
The Company estimates the value of equity grants based upon an option-pricing model and recognizes this estimated value as compensation expense over the vesting periods. The Company recognizes expense associated with performance-based awards when it becomes probable that the performance condition will be met. Once it becomes probable that an award will vest, the Company recognizes compensation expense equal to the number of shares which are probable to vest multiplied by the fair value of the related shares measured at the grant date. | |
Stock-based compensation expense is included in selling, general and administrative expenses on the condensed consolidated statements of operations. The Company recorded stock-based compensation expense of $5.0 million and $1.5 million in the three months ended November 1, 2014 and November 2, 2013, respectively. The Company recorded stock-based compensation expense of $11.7 million and $65.8 million in the nine months ended November 1, 2014 and November 2, 2013, respectively. No stock-based compensation cost has been capitalized in the accompanying condensed consolidated financial statements. | |
2012 Stock Option Plan and 2012 Stock Incentive Plan | |
As of November 1, 2014, 7,062,447 options were outstanding with a weighted-average exercise price of $50.00 per share and 5,503,122 options were vested with a weighted-average exercise price of $46.99 per share. The aggregate intrinsic value of options outstanding, options vested or expected to vest, and options exercisable as of November 1, 2014 was $214.3 million, $211.3 million, and $183.4 million, respectively. Stock options exercisable as of November 1, 2014 had a weighted-average remaining contractual life of 8.14 years. As of November 1, 2014, the total unrecognized compensation expense related to unvested options was $29.3 million, which is expected to be recognized on a straight-line basis over a weighted-average period of 4.19 years. | |
As of November 1, 2014, the Company had 740,740 restricted stock and restricted stock unit awards outstanding with a weighted-average grant date fair value of $63.54 per share. During the three months ended November 1, 2014, 25,200 restricted stock and restricted stock unit awards with a weighted-average grant date fair value of $74.60 per share vested. During the nine months ended November 1, 2014, 66,228 restricted stock and restricted stock unit awards with a weighted-average grant date fair value of $65.79 per share vested. As of November 1, 2014, there was $36.1 million of total unrecognized compensation expense related to unvested restricted stock and restricted stock unit awards which is expected to be recognized over a weighted-average period of 3.98 years. | |
2012 Equity Replacement Plan | |
In November 2012, in connection with the Company’s initial public offering, Mr. Friedman and Mr. Alberini received unvested restricted shares under the Restoration Hardware 2012 Equity Replacement Plan in replacement of certain of their performance-based units granted under the Team Resto Ownership Plan. With respect to the 1,331,548 shares received by Mr. Friedman and Mr. Alberini in replacement of certain of their performance-based units, such shares began to vest during the period following the initial public offering when the price of the Company’s common stock reached a 10-day average closing price per share of $31.00 for at least 10 consecutive trading days, and such shares fully vested when the price of the Company’s common stock reached a 10-day average closing price per share of $46.50 for at least 10 consecutive trading days. | |
For Mr. Friedman, these units were marked to market every period through the satisfaction of the vesting criteria in accordance with ASC Topic 718—Stock Compensation, due to his advisory role of Creator and Curator from October 2012 to June 2013. | |
During fiscal year 2012, 1,191,091 shares of the 1,331,548 shares received by Mr. Friedman and Mr. Alberini in replacement of certain of their performance-based units had vested in accordance with the performance objectives as described above. During the nine months ended November 2, 2013, the remaining unvested 140,457 shares of the 1,331,548 shares received by Mr. Alberini and Mr. Friedman had vested in accordance with the performance objectives as described above. The Company recorded a non-cash compensation charge of $3.4 million related to these awards in the nine months ended November 2, 2013, which is included in the total stock-based compensation amount above. All shares received by Mr. Friedman and Mr. Alberini in replacement of certain of their performance-based units have vested in accordance with the performance objectives. No additional compensation expense will be recorded in future periods related to these awards. |
Commitments_and_Contingencies
Commitments and Contingencies | 9 Months Ended |
Nov. 01, 2014 | |
Commitments and Contingencies Disclosure [Abstract] | ' |
Commitments and Contingencies | ' |
NOTE 13—COMMITMENTS AND CONTINGENCIES | |
Commitments | |
The Company has no material off balance sheet commitments as of November 1, 2014. | |
Contingencies | |
The Company is involved in lawsuits, claims and proceedings incident to the ordinary course of its business. These disputes are increasing in number as the business expands and the Company grows larger. Litigation is inherently unpredictable. As a result, the outcome of matters in which the Company is involved could result in unexpected expenses and liability that could adversely affect the Company’s operations. In addition, any claims against the Company, whether meritorious or not, could be time consuming, result in costly litigation, require significant amounts of management time and result in the diversion of significant operational resources. | |
The Company reviews the need for any loss contingency reserves and establishes reserves when, in the opinion of management, it is probable that a matter would result in liability, and the amount of loss, if any, can be reasonably estimated. Generally, in view of the inherent difficulty of predicting the outcome of those matters, particularly in cases in which claimants seek substantial or indeterminate damages, it is not possible to determine whether a liability has been incurred or to reasonably estimate the ultimate or minimum amount of that liability until the case is close to resolution, in which case no reserve is established until that time. As of November 1, 2014, the Company has recorded a liability for the estimated loss related to these disputes. There is a possibility that additional losses may be incurred in excess of the amounts that the Company has accrued. However, the Company believes that the ultimate resolution of these current matters will not have a material adverse effect on its condensed consolidated financial statements. | |
In the nine months ended November 1, 2014, material developments occurred in an ongoing legal proceeding involving the Company. On October 21, 2008, Mike Hernandez, individually and on behalf of others similarly situated, filed a class action in the Superior Court of the State of California for the County of San Diego against Restoration Hardware, Inc. alleging principally that the Company violated California’s Song-Beverly Credit Card Act of 1971 by requesting and recording ZIP codes from customers paying with credit cards. On May 23, 2014, in response to a directive from the Court, the parties filed a joint statement as to the parties’ agreed-upon claims process for the class members as well as to other matters related to this proceeding. As a result of these developments, the Company recorded a $9.5 million charge related to this matter during the nine months ended November 1, 2014. On September 5, 2014, the Court granted plaintiffs’ motion for attorneys’ fees, costs, and awards, and awarded $9.5 million in fees and costs to plaintiffs’ attorneys. The Court entered judgment on September 29, 2014 and, on November 21, 2014, a class member filed a notice of appeal from the judgment. |
Segment_Reporting
Segment Reporting | 9 Months Ended | ||||||||||||||||
Nov. 01, 2014 | |||||||||||||||||
Segment Reporting [Abstract] | ' | ||||||||||||||||
Segment Reporting | ' | ||||||||||||||||
NOTE 14—SEGMENT REPORTING | |||||||||||||||||
The Company defines an operating segment on the same basis that it uses to evaluate performance internally by the Chief Operating Decision Maker (“CODM”). The Company has determined that the Chief Executive Officer is its CODM and there is one operating segment. Therefore, the Company reports as a single segment. This includes all sales channels accessed by the Company’s customers, including sales through catalogs, sales through the Company’s website and sales through the Company’s stores. | |||||||||||||||||
The Company classifies its sales into furniture and non-furniture product lines. Furniture includes both indoor and outdoor furniture. Non-furniture includes lighting, textiles, accessories and home décor. Net revenues in each category were as follows (in thousands): | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
November 1, | November 2, | November 1, | November 2, | ||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
Furniture | $ | 274,611 | $ | 232,898 | $ | 730,199 | $ | 626,712 | |||||||||
Non-furniture | 210,064 | 162,934 | 554,496 | 452,555 | |||||||||||||
Total net revenues | $ | 484,675 | $ | 395,832 | $ | 1,284,695 | $ | 1,079,267 | |||||||||
The Company is domiciled in the United States and operates stores in the United States and Canada. Revenues from Canadian operations, and the long-lived assets in Canada, are not material to the Company. Geographic revenues are determined based upon where service is rendered. | |||||||||||||||||
No single customer accounted for more than 10% of the Company’s revenues in the three or nine months ended November 1, 2014 or November 2, 2013. |
The_Company_Policies
The Company (Policies) | 9 Months Ended |
Nov. 01, 2014 | |
Accounting Policies [Abstract] | ' |
Nature of Business | ' |
Nature of Business | |
Restoration Hardware Holdings, Inc., a Delaware corporation, together with its subsidiaries (collectively, the “Company”), is a luxury home furnishings retailer that offers a growing number of categories including furniture, lighting, textiles, bathware, décor, outdoor and garden, tableware and children’s furnishings. These products are sold through the Company’s stores, catalogs and websites. As of November 1, 2014, the Company operated a total of 68 retail stores and 18 outlet stores in 29 states, the District of Columbia and Canada, and had sourcing operations in Shanghai and Hong Kong. | |
Basis of Presentation | ' |
Basis of Presentation | |
The accompanying unaudited interim condensed consolidated financial statements have been prepared from the Company’s records and, in management’s opinion, include all adjustments necessary to fairly state the Company’s financial position as of November 1, 2014, and the results of operations for the three and nine months ended November 1, 2014 and November 2, 2013, and changes of cash flow for the nine months ended November 1, 2014 and November 2, 2013. The Company’s current fiscal year ends on January 31, 2015 (“fiscal 2014”). | |
Certain information and disclosures normally included in the notes to annual consolidated financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted for purposes of these interim condensed consolidated financial statements. | |
These unaudited interim condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and related notes included in the Company’s Annual Report on Form 10-K for the fiscal year ended February 1, 2014 (“2013 Form 10-K”). Certain prior year amounts have been reclassified for consistency with the current period presentation. This reclassification had no effect on the previously reported consolidated results of operations, financial position or cash flows. | |
The results of operations for the three and nine months ended November 1, 2014 presented herein are not necessarily indicative of the results to be expected for the full fiscal year. | |
Acquisition | ' |
Acquisition | |
On February 3, 2014, the Company completed a business acquisition from an entity that is owned by an employee of the Company for an aggregate purchase price of $2.5 million. The Company accounted for this acquisition utilizing the purchase method. In accordance with the purchase method, all assets and liabilities were recorded at fair value, including goodwill and other intangible assets acquired. Goodwill and other intangible assets related to this acquisition are included in these condensed consolidated financial statements. |
Prepaid_Expense_and_Other_Curr1
Prepaid Expense and Other Current Assets (Tables) | 9 Months Ended | ||||||||
Nov. 01, 2014 | |||||||||
Text Block [Abstract] | ' | ||||||||
Prepaid Expense and Other Current Assets | ' | ||||||||
Prepaid expense and other current assets consist of the following (in thousands): | |||||||||
November 1, | February 1, | ||||||||
2014 | 2014 | ||||||||
Capitalized catalog costs | $ | 61,767 | $ | 49,274 | |||||
Vendor deposits | 23,259 | 36,694 | |||||||
Prepaid expense and other current assets | 16,566 | 17,185 | |||||||
Total prepaid expense and other current assets | $ | 101,592 | $ | 103,153 | |||||
Goodwill_and_Intangible_Assets1
Goodwill and Intangible Assets (Tables) | 9 Months Ended | ||||||||||||||||
Nov. 01, 2014 | |||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ' | ||||||||||||||||
Goodwill and Intangible Assets | ' | ||||||||||||||||
The following sets forth the goodwill and intangible assets as of November 1, 2014 (in thousands): | |||||||||||||||||
Gross | Accumulated | Foreign | Net Book | ||||||||||||||
Carrying | Amortization | Currency | Value | ||||||||||||||
Amount | Translation | ||||||||||||||||
Intangible assets subject to amortization: | |||||||||||||||||
Fair value of leases (1) | |||||||||||||||||
Fair market write-up | $ | 5,748 | $ | (4,953 | ) | $ | 43 | $ | 838 | ||||||||
Fair market write-down (2) | (1,467 | ) | 1,084 | — | (383 | ) | |||||||||||
Customer relationships (3) | 80 | (60 | ) | — | 20 | ||||||||||||
Total intangible assets subject to amortization | 4,361 | (3,929 | ) | 43 | 475 | ||||||||||||
Intangible assets not subject to amortization: | |||||||||||||||||
Goodwill | 124,461 | — | 131 | 124,592 | |||||||||||||
Trademarks and domain names | 47,833 | — | — | 47,833 | |||||||||||||
Total intangible assets | $ | 176,655 | $ | (3,929 | ) | $ | 174 | $ | 172,900 | ||||||||
-1 | The fair value of each lease is amortized over the life of the respective lease. | ||||||||||||||||
-2 | The fair market write-down of leases is included in other non-current obligations on the condensed consolidated balance sheets. | ||||||||||||||||
-3 | Customer relationships are amortized over a one-year period. | ||||||||||||||||
The following sets forth the goodwill and intangible assets as of February 1, 2014 (in thousands): | |||||||||||||||||
Gross | Accumulated | Foreign | Net Book | ||||||||||||||
Carrying | Amortization | Currency | Value | ||||||||||||||
Amount | Translation | ||||||||||||||||
Intangible assets subject to amortization: | |||||||||||||||||
Fair value of leases (1) | |||||||||||||||||
Fair market write-up | $ | 10,443 | $ | (9,187 | ) | $ | 42 | $ | 1,298 | ||||||||
Fair market write-down (2) | (2,591 | ) | 2,072 | — | (519 | ) | |||||||||||
Total intangible assets subject to amortization | 7,852 | (7,115 | ) | 42 | 779 | ||||||||||||
Intangible assets not subject to amortization: | |||||||||||||||||
Goodwill | 122,285 | — | 139 | 122,424 | |||||||||||||
Trademarks and domain names | 47,410 | — | — | 47,410 | |||||||||||||
Total intangible assets | $ | 177,547 | $ | (7,115 | ) | $ | 181 | $ | 170,613 | ||||||||
-1 | The fair value of each lease is amortized over the life of the respective lease. | ||||||||||||||||
-2 | The fair market write-down of leases is included in other non-current obligations on the condensed consolidated balance sheets. |
Accounts_Payable_Accrued_Expen1
Accounts Payable, Accrued Expenses and Other Current Liabilities (Tables) | 9 Months Ended | ||||||||
Nov. 01, 2014 | |||||||||
Payables and Accruals [Abstract] | ' | ||||||||
Accounts Payable and Accrued Expenses | ' | ||||||||
Accounts payable and accrued expenses consist of the following (in thousands): | |||||||||
November 1, | February 1, | ||||||||
2014 | 2014 | ||||||||
Accounts payable | $ | 149,445 | $ | 116,306 | |||||
Accrued compensation | 32,538 | 29,498 | |||||||
Accrued freight and duty | 19,670 | 21,309 | |||||||
Accrued sales taxes | 17,375 | 13,995 | |||||||
Accrued legal settlements | 14,873 | 6,970 | |||||||
Accrued occupancy | 11,504 | 6,306 | |||||||
Accrued catalog costs | 9,163 | 7,663 | |||||||
Accrued professional fees | 3,220 | 3,119 | |||||||
Other accrued expenses | 4,593 | 1,612 | |||||||
Total accounts payable and accrued expenses | $ | 262,381 | $ | 206,778 | |||||
Schedule of Other Current Liabilities | ' | ||||||||
Other current liabilities consist of the following (in thousands): | |||||||||
November 1, | February 1, | ||||||||
2014 | 2014 | ||||||||
Unredeemed gift card and merchandise credit liability | $ | 21,773 | $ | 18,830 | |||||
Federal, state and foreign tax payable | 11,357 | 22,254 | |||||||
Allowance for sales returns | 10,488 | 12,142 | |||||||
Capital lease obligation—current | 333 | 1,807 | |||||||
Other liabilities | 600 | 1,897 | |||||||
Total other current liabilities | $ | 44,551 | $ | 56,930 | |||||
Other_NonCurrent_Obligations_T
Other Non-Current Obligations (Tables) | 9 Months Ended | ||||||||
Nov. 01, 2014 | |||||||||
Other Liabilities Disclosure [Abstract] | ' | ||||||||
Schedule of Other Non-Current Obligations | ' | ||||||||
Other non-current obligations consist of the following (in thousands): | |||||||||
November 1, | February 1, | ||||||||
2014 | 2014 | ||||||||
Financing obligations under build-to-suit lease transactions | $ | 87,346 | $ | 33,165 | |||||
Non-current notes payable for share repurchases | 19,285 | 2,710 | |||||||
Non-current capital lease obligations | 7,557 | 389 | |||||||
Unrecognized tax benefits | 1,235 | 1,739 | |||||||
Other non-current obligations | 1,122 | 1,228 | |||||||
Total other non-current obligations | $ | 116,545 | $ | 39,231 | |||||
Convertible_Senior_Notes_Table
Convertible Senior Notes (Tables) | 9 Months Ended | ||||||||
Nov. 01, 2014 | |||||||||
Debt Disclosure [Abstract] | ' | ||||||||
Components of Notes | ' | ||||||||
The Notes consist of the following components as of November 1, 2014 (in thousands): | |||||||||
Liability component | |||||||||
Principal | $ | 350,000 | |||||||
Less: Debt discount | (65,728 | ) | |||||||
Net carrying amount | $ | 284,272 | |||||||
Equity component (1) | $ | 70,482 | |||||||
-1 | Included in additional paid-in capital on the condensed consolidated balance sheets. | ||||||||
Fair Value of Notes and Carrying Value of Debt Instruments | ' | ||||||||
The fair value of the Notes, which was determined based on inputs that are observable in the market (Level 2), and the carrying value of the debt instruments (carrying value excludes the equity component of the Notes classified in stockholders’ equity) were as follows as of November 1, 2014 (in thousands): | |||||||||
Fair Value | Carrying Value | ||||||||
Convertible senior notes | $ | 270,254 | $ | 284,272 | |||||
Earnings_Per_Share_Tables
Earnings Per Share (Tables) | 9 Months Ended | ||||||||||||||||
Nov. 01, 2014 | |||||||||||||||||
Earnings Per Share [Abstract] | ' | ||||||||||||||||
Schedule of Weighted-Average Shares Used for Earnings Per Share | ' | ||||||||||||||||
The weighted-average shares used for earnings per share is as follows: | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
November 1, | November 2, | November 1, | November 2, | ||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
Weighted-average shares—basic | 39,507,272 | 38,888,208 | 39,260,458 | 38,558,952 | |||||||||||||
Effect of dilutive stock-based awards | 1,885,559 | 2,165,003 | 1,693,791 | — | |||||||||||||
Weighted-average shares—diluted | 41,392,831 | 41,053,211 | 40,954,249 | 38,558,952 | |||||||||||||
Anti-Dilutive Securities Excluded from Diluted Earnings per Share | ' | ||||||||||||||||
The following number of options and restricted stock units were excluded from the calculation of diluted earnings per share because their inclusion would have been anti-dilutive: | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
November 1, | November 2, | November 1, | November 2, | ||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
Options | 1,310,664 | 1,294,006 | 2,110,191 | 9,410,530 | |||||||||||||
Restricted stock units | 2,901 | 37,662 | 14,549 | 273,283 | |||||||||||||
Total anti-dilutive stock-based awards | 1,313,565 | 1,331,668 | 2,124,740 | 9,683,813 | |||||||||||||
Segment_Reporting_Tables
Segment Reporting (Tables) | 9 Months Ended | ||||||||||||||||
Nov. 01, 2014 | |||||||||||||||||
Segment Reporting [Abstract] | ' | ||||||||||||||||
Net Revenues | ' | ||||||||||||||||
The Company classifies its sales into furniture and non-furniture product lines. Furniture includes both indoor and outdoor furniture. Non-furniture includes lighting, textiles, accessories and home décor. Net revenues in each category were as follows (in thousands): | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
November 1, | November 2, | November 1, | November 2, | ||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
Furniture | $ | 274,611 | $ | 232,898 | $ | 730,199 | $ | 626,712 | |||||||||
Non-furniture | 210,064 | 162,934 | 554,496 | 452,555 | |||||||||||||
Total net revenues | $ | 484,675 | $ | 395,832 | $ | 1,284,695 | $ | 1,079,267 | |||||||||
The_Company_Additional_Informa
The Company - Additional Information (Detail) (USD $) | 9 Months Ended | 1 Months Ended | 9 Months Ended | |
Nov. 01, 2014 | Feb. 03, 2014 | Jun. 30, 2014 | Nov. 01, 2014 | |
Store | Convertible Senior Notes Due 2019 [Member] | Convertible Senior Notes Due 2019 [Member] | ||
State | ||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ' | ' | ' | ' |
Number of retail stores | 68 | ' | ' | ' |
Number of outlet stores | 18 | ' | ' | ' |
Number of states | 29 | ' | ' | ' |
Aggregate purchase price of assets acquired | ' | $2,500,000 | ' | ' |
Debt instrument, principal amount | ' | ' | 350,000,000 | 350,000,000 |
Debt instrument, interest rate | ' | ' | 0.00% | ' |
Debt instrument, maturity year | ' | ' | ' | '2019 |
Payment for convertible hedge transactions | 73,325,000 | ' | 73,325,000 | ' |
Aggregate proceeds from sale of warrants | 40,390,000 | ' | 40,390,000 | 40,390,000 |
Cash proceeds from convertible debt issuance and convertible hedge transactions, net of initial purchasers discounts and commissions and offering costs | 350,000,000 | ' | 311,700,000 | ' |
Offering costs | $5,385,000 | ' | $5,385,000 | ' |
Prepaid_Expense_and_Other_Curr2
Prepaid Expense and Other Current Assets - Prepaid Expense and Other Current Assets (Detail) (USD $) | Nov. 01, 2014 | Feb. 01, 2014 |
In Thousands, unless otherwise specified | ||
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ' | ' |
Capitalized catalog costs | $61,767 | $49,274 |
Vendor deposits | 23,259 | 36,694 |
Prepaid expense and other current assets | 16,566 | 17,185 |
Total prepaid expense and other current assets | $101,592 | $103,153 |
Goodwill_and_Intangible_Assets2
Goodwill and Intangible Assets - Goodwill and Intangible Assets (Detail) (USD $) | Nov. 01, 2014 | Feb. 01, 2014 |
In Thousands, unless otherwise specified | ||
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Gross Carrying Amount | $176,655 | $177,547 |
Accumulated Amortization | -3,929 | -7,115 |
Foreign Currency Translation | 174 | 181 |
Net Book Value | 172,900 | 170,613 |
Fair Market Write-Up [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Gross Carrying Amount | 5,748 | 10,443 |
Accumulated Amortization | -4,953 | -9,187 |
Foreign Currency Translation | 43 | 42 |
Net Book Value | 838 | 1,298 |
Fair Market Write-Down [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Gross Carrying Amount | -1,467 | -2,591 |
Accumulated Amortization | 1,084 | 2,072 |
Net Book Value | -383 | -519 |
Goodwill [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Gross Carrying Amount | 124,461 | 122,285 |
Foreign Currency Translation | 131 | 139 |
Net Book Value | 124,592 | 122,424 |
Customer Relationships [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Gross Carrying Amount | 80 | ' |
Accumulated Amortization | -60 | ' |
Net Book Value | 20 | ' |
Total Intangible Assets Subject to Amortization [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Gross Carrying Amount | 4,361 | 7,852 |
Accumulated Amortization | -3,929 | -7,115 |
Foreign Currency Translation | 43 | 42 |
Net Book Value | 475 | 779 |
Trademarks and Domain Names [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Gross Carrying Amount | 47,833 | 47,410 |
Net Book Value | $47,833 | $47,410 |
Goodwill_and_Intangible_Assets3
Goodwill and Intangible Assets - Goodwill and Intangible Assets (Parenthetical) (Detail) (Customer Relationships [Member]) | 9 Months Ended |
Nov. 01, 2014 | |
Customer Relationships [Member] | ' |
Finite-Lived Intangible Assets [Line Items] | ' |
Amortization period | '1 year |
Accounts_Payable_Accrued_Expen2
Accounts Payable, Accrued Expenses and Other Current Liabilities - Accounts Payable and Accrued Expenses (Detail) (USD $) | Nov. 01, 2014 | Feb. 01, 2014 |
In Thousands, unless otherwise specified | ||
Payables and Accruals [Abstract] | ' | ' |
Accounts payable | $149,445 | $116,306 |
Accrued compensation | 32,538 | 29,498 |
Accrued freight and duty | 19,670 | 21,309 |
Accrued sales taxes | 17,375 | 13,995 |
Accrued legal settlements | 14,873 | 6,970 |
Accrued occupancy | 11,504 | 6,306 |
Accrued catalog costs | 9,163 | 7,663 |
Accrued professional fees | 3,220 | 3,119 |
Other accrued expenses | 4,593 | 1,612 |
Total accounts payable and accrued expenses | $262,381 | $206,778 |
Accounts_Payable_Accrued_Expen3
Accounts Payable, Accrued Expenses and Other Current Liabilities - Additional Information (Detail) (USD $) | Nov. 01, 2014 | Feb. 01, 2014 |
In Millions, unless otherwise specified | ||
Payables and Accruals [Abstract] | ' | ' |
Accounts payable includes negative cash balances | $9.70 | $25.50 |
Accounts_Payable_Accrued_Expen4
Accounts Payable, Accrued Expenses and Other Current Liabilities - Schedule of Other Current Liabilities (Detail) (USD $) | Nov. 01, 2014 | Feb. 01, 2014 |
In Thousands, unless otherwise specified | ||
Payables and Accruals [Abstract] | ' | ' |
Unredeemed gift card and merchandise credit liability | $21,773 | $18,830 |
Federal, state and foreign tax payable | 11,357 | 22,254 |
Allowance for sales returns | 10,488 | 12,142 |
Capital lease obligation-current | 333 | 1,807 |
Other liabilities | 600 | 1,897 |
Total other current liabilities | $44,551 | $56,930 |
Other_NonCurrent_Obligations_S
Other Non-Current Obligations - Schedule of Other Non-Current Obligations (Detail) (USD $) | Nov. 01, 2014 | Feb. 01, 2014 |
In Thousands, unless otherwise specified | ||
Other Liabilities, Noncurrent [Abstract] | ' | ' |
Financing obligations under build-to-suit lease transactions | $87,346 | $33,165 |
Non-current notes payable for share repurchases | 19,285 | 2,710 |
Non-current capital lease obligations | 7,557 | 389 |
Unrecognized tax benefits | 1,235 | 1,739 |
Other non-current obligations | 1,122 | 1,228 |
Total other non-current obligations | $116,545 | $39,231 |
Other_NonCurrent_Obligations_A
Other Non-Current Obligations - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
Nov. 01, 2014 | Nov. 02, 2013 | Nov. 01, 2014 | Nov. 02, 2013 | |
Other Liabilities, Noncurrent [Abstract] | ' | ' | ' | ' |
Interest expense related to build-to-suit lease transactions | $1,600,000 | $500,000 | $3,800,000 | $700,000 |
Interest expense related to notes payable for share repurchases | $200,000 | $30,000 | $600,000 | $30,000 |
Convertible_Senior_Notes_Addit
Convertible Senior Notes - Additional Information (Detail) (USD $) | 9 Months Ended | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||||||||
Share data in Millions, except Per Share data, unless otherwise specified | Nov. 01, 2014 | Nov. 02, 2013 | Jun. 30, 2014 | Nov. 01, 2014 | Nov. 01, 2014 | Nov. 01, 2014 | Nov. 01, 2014 | Nov. 01, 2014 | Nov. 01, 2014 | Nov. 01, 2014 | Nov. 01, 2014 | Jun. 30, 2014 |
Convertible Senior Notes Due 2019 [Member] | Convertible Senior Notes Due 2019 [Member] | Convertible Senior Notes Due 2019 [Member] | Scenario One [Member] | Scenario Two [Member] | Scenario Three [Member] | Convertible Note Hedge [Member] | Common Stock [Member] | Private Placement [Member] | Private Placement [Member] | |||
Convertible Senior Notes Due 2019 [Member] | Convertible Senior Notes Due 2019 [Member] | Convertible Senior Notes Due 2019 [Member] | Convertible Senior Notes Due 2019 [Member] | Convertible Senior Notes Due 2019 [Member] | Convertible Senior Notes Due 2019 [Member] | Convertible Senior Notes Due 2019 [Member] | ||||||
D | D | Derivative | ||||||||||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt instrument, principal amount | ' | ' | $350,000,000 | $350,000,000 | $350,000,000 | ' | ' | ' | ' | ' | ' | $350,000,000 |
Debt instrument, interest rate | ' | ' | 0.00% | ' | ' | ' | ' | ' | ' | ' | ' | 0.00% |
Debt instrument, maturity date | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 15-Jun-19 | ' |
Debt instrument, initial conversion rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | 8.6143 | ' | ' |
Debt instrument, conversion principal amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,000 | ' | ' |
Conversion price per share | ' | ' | ' | ' | ' | ' | ' | ' | $116.09 | $116.09 | ' | ' |
Debt instrument, conversion description | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'The initial conversion rate applicable to the Notes is 8.6143 shares of common stock per $1,000 principal amount of Notes, which is equivalent to an initial conversion price of approximately $116.09 per share. | ' | ' |
Debt instrument, convertible earliest date | ' | ' | ' | ' | 15-Mar-19 | ' | ' | 15-Mar-19 | ' | ' | ' | ' |
Debt instrument, convertible trading days | ' | ' | ' | ' | ' | 20 | 5 | ' | ' | ' | ' | ' |
Debt instrument, convertible consecutive trading days | ' | ' | ' | ' | ' | '30 days | '10 days | ' | ' | ' | ' | ' |
Debt instrument, convertible percentage of stock price | ' | ' | ' | ' | ' | 130.00% | 98.00% | ' | ' | ' | ' | ' |
Debt instrument, effective interest rate | ' | ' | ' | 4.51% | 4.51% | ' | ' | ' | ' | ' | ' | ' |
Discounts and commissions payable | ' | ' | ' | ' | 4,400,000 | ' | ' | ' | ' | ' | ' | ' |
Third party offering costs | ' | ' | ' | ' | 1,000,000 | ' | ' | ' | ' | ' | ' | ' |
Amortization of debt issuance costs | 794,000 | 897,000 | ' | 200,000 | 300,000 | ' | ' | ' | ' | ' | ' | ' |
Amortization of debt discount | 4,754,000 | ' | ' | 3,200,000 | 4,800,000 | ' | ' | ' | ' | ' | ' | ' |
Convertible note hedge, number of shares | ' | ' | ' | ' | ' | ' | ' | ' | 3,000,000 | ' | ' | ' |
Convertible note hedge, price per share | ' | ' | ' | ' | ' | ' | ' | ' | 116.09 | ' | ' | ' |
Convertible note hedge, description | ' | ' | ' | ' | ' | ' | ' | ' | 'The Company entered into convertible note hedge transactions whereby the Company has the option to purchase a total of approximately 3.0 million shares of its common stock at a price of approximately $116.09 per share. | ' | ' | ' |
Total cost of convertible note hedge transactions | 73,325,000 | ' | 73,325,000 | ' | ' | ' | ' | ' | 73,325,000 | ' | ' | ' |
Warrants sold to purchase common stock | ' | ' | ' | 3 | 3 | ' | ' | ' | ' | ' | ' | ' |
Warrants price per share | ' | ' | ' | $171.98 | $171.98 | ' | ' | ' | ' | ' | ' | ' |
Cash proceeds from sale of warrants | 40,390,000 | ' | 40,390,000 | ' | 40,390,000 | ' | ' | ' | ' | ' | ' | ' |
Conversion price per share, two | ' | ' | ' | ' | ' | ' | ' | ' | $171.98 | ' | ' | ' |
Deferred tax liability | ' | ' | ' | ' | ' | ' | ' | ' | 27,500,000 | ' | ' | ' |
Deferred tax asset | ' | ' | ' | ' | ' | ' | ' | ' | $28,600,000 | ' | ' | ' |
Convertible_Senior_Notes_Compo
Convertible Senior Notes - Components of Notes (Detail) (Convertible Senior Notes Due 2019 [Member], USD $) | Nov. 01, 2014 | Jun. 30, 2014 |
In Thousands, unless otherwise specified | ||
Convertible Senior Notes Due 2019 [Member] | ' | ' |
Liability component | ' | ' |
Principal | $350,000 | $350,000 |
Less: Debt discount | -65,728 | ' |
Net carrying amount | 284,272 | ' |
Equity component | $70,482 | ' |
Convertible_Senior_Notes_Fair_
Convertible Senior Notes - Fair Value of Notes and Carrying Value of Debt Instruments (Detail) (Convertible Senior Notes Due 2019 [Member], USD $) | Nov. 01, 2014 |
In Thousands, unless otherwise specified | |
Debt Instrument [Line Items] | ' |
Convertible senior notes, Carrying Value | $284,272 |
Level 2 [Member] | ' |
Debt Instrument [Line Items] | ' |
Convertible senior notes, Fair Value | $270,254 |
Line_of_Credit_Additional_Info
Line of Credit - Additional Information (Detail) (USD $) | 0 Months Ended | 9 Months Ended | 9 Months Ended | 0 Months Ended | 9 Months Ended | |||
Jun. 27, 2014 | Nov. 01, 2014 | Feb. 01, 2014 | Nov. 01, 2014 | Nov. 24, 2014 | Nov. 24, 2014 | Nov. 24, 2014 | Nov. 01, 2014 | |
Tenth Amended And Restated Credit Agreement [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Term Loan Facility [Member] | Amended Credit Agreement [Member] | ||||
Tenth Amended And Restated Credit Agreement [Member] | Tenth Amended And Restated Credit Agreement [Member] | Tenth Amended And Restated Credit Agreement [Member] | ||||||
Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | ||||||
Restoration Hardware, Inc. [Member] | ||||||||
Scenario, Plan Subject to Satisfaction of Conditions [Member] | ||||||||
Line of Credit Facility [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' |
Payments to settle all outstanding loan amounts under revolving line of credit | $154,800,000 | ' | ' | ' | ' | ' | ' | ' |
Outstanding revolving line of credit | ' | 0 | 85,425,000 | ' | ' | ' | ' | ' |
Undrawn borrowing availability under the revolving line of credit | ' | 381,900,000 | ' | ' | ' | ' | ' | ' |
Outstanding letters of credit | ' | 18,100,000 | 18,900,000 | ' | ' | ' | ' | ' |
Revolving line of credit, interest rate description | ' | 'Borrowings under the revolving line of credit are subject to interest, at the borrowers' option, at either the bank's reference rate or LIBOR (or the Bank of America "BA" Rate or the Canadian Prime Rate, as such terms are defined in the credit agreement, for Canadian borrowings denominated in Canadian dollars or the United States Index Rate or LIBOR for Canadian borrowings denominated in United States dollars) plus an applicable margin rate, in each case. | ' | ' | ' | ' | ' | ' |
Fixed charge coverage ratio covenant, fixed amount available under revolving line of credit | ' | 20,000,000 | ' | ' | ' | ' | ' | ' |
Fixed charge coverage ratio covenant, percentage of commitments or domestic borrowing base | ' | 10.00% | ' | ' | ' | ' | ' | ' |
Fixed charge coverage ratio | ' | 1 | ' | ' | ' | ' | ' | ' |
Availability under revolving line of credit for extensions of credit, fixed amount | ' | 20,000,000 | ' | ' | ' | ' | ' | ' |
Availability under revolving line of credit for extensions of credit, percentage of commitments or domestic borrowing base | ' | 10.00% | ' | ' | ' | ' | ' | ' |
Increase in revolving line of credit | ' | ' | ' | ' | 182,500,000 | 200,000,000 | ' | ' |
Elimination of term loan facility | ' | ' | ' | ' | ' | ' | $15,000,000 | ' |
Agreement, date | ' | ' | ' | 24-Nov-14 | ' | ' | ' | ' |
Amended and restated credit agreement maturity date | ' | ' | ' | ' | ' | ' | ' | 24-Nov-19 |
Income_Taxes_Additional_Inform
Income Taxes - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | |||
In Millions, unless otherwise specified | Nov. 01, 2014 | Nov. 02, 2013 | Nov. 01, 2014 | Nov. 02, 2013 | Feb. 01, 2014 |
Income Tax Disclosure [Abstract] | ' | ' | ' | ' | ' |
Effective income tax rate | 38.28% | 55.99% | 38.47% | -11.07% | ' |
Valuation allowance retained against deferred tax assets | $0.20 | ' | $0.20 | ' | ' |
Unrecognized tax benefits | 1.1 | ' | 1.1 | ' | 1.4 |
Exposures related to unrecognized tax benefits | 0 | ' | 0 | ' | ' |
Period of unrecognized tax benefits change | ' | ' | '12 months | ' | ' |
Accrued penalties and interest expenses | $0.20 | ' | $0.20 | ' | $0.30 |
Earnings_Per_Share_Schedule_of
Earnings Per Share - Schedule of Weighted-Average Shares Used for Earnings Per Share (Detail) | 3 Months Ended | 9 Months Ended | ||
Nov. 01, 2014 | Nov. 02, 2013 | Nov. 01, 2014 | Nov. 02, 2013 | |
Earnings Per Share [Abstract] | ' | ' | ' | ' |
Weighted-average shares-basic | 39,507,272 | 38,888,208 | 39,260,458 | 38,558,952 |
Effect of dilutive stock-based awards | 1,885,559 | 2,165,003 | 1,693,791 | ' |
Weighted-average shares-diluted | 41,392,831 | 41,053,211 | 40,954,249 | 38,558,952 |
Earnings_Per_Share_AntiDilutiv
Earnings Per Share - Anti-Dilutive Securities Excluded from Diluted Earnings per Share (Detail) | 3 Months Ended | 9 Months Ended | ||
Nov. 01, 2014 | Nov. 02, 2013 | Nov. 01, 2014 | Nov. 02, 2013 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' | ' |
Options and restricted stock units were excluded from calculation of diluted net earnings share | 1,313,565 | 1,331,668 | 2,124,740 | 9,683,813 |
Options [Member] | ' | ' | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' | ' |
Options and restricted stock units were excluded from calculation of diluted net earnings share | 1,310,664 | 1,294,006 | 2,110,191 | 9,410,530 |
Restricted Stock [Member] | ' | ' | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' | ' |
Options and restricted stock units were excluded from calculation of diluted net earnings share | 2,901 | 37,662 | 14,549 | 273,283 |
Share_Repurchases_Additional_I
Share Repurchases - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | |||
Nov. 01, 2014 | Nov. 02, 2013 | Nov. 01, 2014 | Nov. 02, 2013 | Feb. 01, 2014 | |
Equity, Class of Treasury Stock [Line Items] | ' | ' | ' | ' | ' |
Common stock share repurchased | 0 | 37,883 | 251,910 | 37,883 | ' |
Common stock share purchase price | ' | $2,500,000 | $16,600,000 | $2,500,000 | ' |
Unpaid principal amount of notes payable for share repurchases | $19,285,000 | ' | $19,285,000 | ' | $2,710,000 |
Promissory Notes [Member] | ' | ' | ' | ' | ' |
Equity, Class of Treasury Stock [Line Items] | ' | ' | ' | ' | ' |
Debt instrument, stated interest percentage | 5.00% | 5.00% | 5.00% | 5.00% | ' |
Debt instrument, term | ' | '10 years | '8 years | '10 years | ' |
StockBased_Compensation_Additi
Stock-Based Compensation - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
Nov. 01, 2014 | Nov. 02, 2013 | Nov. 01, 2014 | Nov. 02, 2013 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' | ' | ' | ' |
Stock-based compensation expense | $5,000,000 | $1,500,000 | $11,660,000 | $65,847,000 |
Stock-based compensation cost capitalized | ' | ' | $0 | $0 |
StockBased_Compensation_2012_S
Stock-Based Compensation - 2012 Stock Option Plan and 2012 Stock Incentive Plan - Additional Information (Detail) (2012 Stock Option Plan and 2012 Stock Incentive Plan [Member], USD $) | 3 Months Ended | 9 Months Ended |
In Millions, except Share data, unless otherwise specified | Nov. 01, 2014 | Nov. 01, 2014 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Numbers of options outstanding | 7,062,447 | 7,062,447 |
Options outstanding, weighted-average exercise price per share | $50 | $50 |
Numbers of options vested | ' | 5,503,122 |
Vested weighted-average exercise price per share | ' | $46.99 |
Aggregate intrinsic value of options outstanding | $214.30 | $214.30 |
Aggregate intrinsic value of options vested or expected to vest | 211.3 | 211.3 |
Aggregate intrinsic value of options exercisable | 183.4 | 183.4 |
Weighted-average remaining contractual life of options exercisable | ' | '8 years 1 month 21 days |
Vested restricted stock and restricted stock unit awards | 25,200 | 66,228 |
Straight-line [Member] | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Unrecognized compensation expense related to unvested options | 29.3 | 29.3 |
Unrecognized compensation expense with weighted-average period | ' | '4 years 2 months 9 days |
Restricted Stock [Member] | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Vested weighted-average exercise price per share | $74.60 | $65.79 |
Unrecognized compensation expense related to unvested options | $36.10 | $36.10 |
Unrecognized compensation expense with weighted-average period | ' | '3 years 11 months 23 days |
Restricted stock unit awards outstanding | 740,740 | 740,740 |
Restricted stock unit awards outstanding with weighted-average grant date fair value per share | ' | $63.54 |
StockBased_Compensation_2012_E
Stock-Based Compensation - 2012 Equity Replacement Plan - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | 9 Months Ended | 12 Months Ended | 9 Months Ended | ||||
Nov. 01, 2014 | Nov. 02, 2013 | Nov. 01, 2014 | Nov. 02, 2013 | Nov. 02, 2013 | Feb. 02, 2013 | Nov. 01, 2014 | Feb. 02, 2013 | Nov. 02, 2013 | |
2012 Equity Replacement Plan [Member] | 2012 Equity Replacement Plan [Member] | 2012 Equity Replacement Plan [Member] | Restricted Stock [Member] | Performance-based Awards [Member] | |||||
Scenario, Forecast [Member] | 2012 Equity Replacement Plan [Member] | 2012 Equity Replacement Plan [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares received | ' | ' | ' | ' | ' | 1,331,548 | ' | 1,331,548 | ' |
Common stock, price per share | ' | ' | ' | ' | ' | ' | ' | $31 | ' |
Consecutive trading days | ' | ' | ' | ' | ' | ' | ' | '10 days | ' |
Common stock, value | ' | ' | ' | ' | ' | ' | ' | $46.50 | ' |
Restricted shares vested, issued | ' | ' | ' | ' | ' | 1,191,091 | ' | ' | ' |
Remaining unvested shares | ' | ' | ' | ' | 140,457 | ' | ' | ' | ' |
Non-cash compensation charge | ' | ' | ' | ' | ' | ' | ' | ' | $3,400,000 |
Stock-based compensation expense | $5,000,000 | $1,500,000 | $11,660,000 | $65,847,000 | ' | ' | $0 | ' | ' |
Commitments_and_Contingencies_
Commitments and Contingencies - Additional Information (Detail) (USD $) | 0 Months Ended | 9 Months Ended |
In Millions, unless otherwise specified | Sep. 05, 2014 | Nov. 01, 2014 |
Commitments and Contingencies Disclosure [Abstract] | ' | ' |
Material off balance sheet commitments | ' | $0 |
Litigation charge | ' | 9.5 |
Fees and costs awarded to plaintiff's attorney | $9.50 | ' |
Segment_Reporting_Additional_I
Segment Reporting - Additional Information (Detail) | 3 Months Ended | 9 Months Ended | ||
Nov. 01, 2014 | Nov. 02, 2013 | Nov. 01, 2014 | Nov. 02, 2013 | |
Customer | Customer | Segment | Customer | |
Customer | ||||
Segment Reporting Information [Line Items] | ' | ' | ' | ' |
Number of operating segment | ' | ' | 1 | ' |
Number of customers accounted for more than 10% of Company's revenues | 0 | 0 | 0 | 0 |
Sales [Member] | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' |
Portion of specified customers portion in total revenues | 10.00% | 10.00% | 10.00% | 10.00% |
Segment_Reporting_Net_Revenues
Segment Reporting - Net Revenues (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Nov. 01, 2014 | Nov. 02, 2013 | Nov. 01, 2014 | Nov. 02, 2013 |
Segment Reporting Information [Line Items] | ' | ' | ' | ' |
Total net revenues | $484,675 | $395,832 | $1,284,695 | $1,079,267 |
Furniture [Member] | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' |
Total net revenues | 274,611 | 232,898 | 730,199 | 626,712 |
Non-furniture [Member] | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' |
Total net revenues | $210,064 | $162,934 | $554,496 | $452,555 |