Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Jan. 28, 2017 | Mar. 24, 2017 | Jul. 29, 2016 | |
Document And Entity Information [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Jan. 28, 2017 | ||
Document Fiscal Year Focus | 2,016 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | RH | ||
Entity Registrant Name | RH | ||
Entity Central Index Key | 1,528,849 | ||
Current Fiscal Year End Date | --01-28 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Common Stock, Shares Outstanding | 35,902,419 | ||
Entity Public Float | $ 850,170,955 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Jan. 28, 2017 | Jan. 30, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 87,023 | $ 331,467 |
Short-term investments | 142,677 | 130,801 |
Accounts receivable—net | 34,191 | 28,567 |
Merchandise inventories | 752,304 | 725,392 |
Asset held for sale | 4,900 | |
Prepaid expense and other current assets | 117,162 | 79,020 |
Total current assets | 1,138,257 | 1,295,247 |
Long-term investments | 33,212 | 22,054 |
Property and equipment—net | 682,056 | 515,605 |
Goodwill | 173,603 | 124,301 |
Trademarks and domain names | 100,624 | 48,309 |
Other intangible assets—net | 133 | 227 |
Non-current deferred tax assets | 28,466 | 36,739 |
Other non-current assets | 36,169 | 25,462 |
Total assets | 2,192,520 | 2,067,944 |
Current liabilities: | ||
Accounts payable and accrued expenses | 226,980 | 262,284 |
Deferred revenue and customer deposits | 145,918 | 106,769 |
Other current liabilities | 43,271 | 65,072 |
Total current liabilities | 416,169 | 434,125 |
Financing obligations under build-to-suit lease transactions | 203,015 | 146,621 |
Deferred rent and lease incentives | 60,439 | 53,986 |
Other non-current obligations | 44,684 | 29,349 |
Total liabilities | 1,272,651 | 1,181,784 |
Commitments and contingencies (Note 19) | ||
Stockholders’ equity: | ||
Preferred stock, $0.0001 par value per share, 10,000,000 shares authorized, no shares issued or outstanding as of January 28, 2017 and January 30, 2016 | ||
Common stock, $0.0001 par value per share, 180,000,000 shares authorized, 41,123,521 shares issued and 40,828,633 shares outstanding as of January 28, 2017; 40,878,163 shares issued and 40,583,275 shares outstanding as of January 30, 2016 | 4 | 4 |
Additional paid-in capital | 790,866 | 763,566 |
Accumulated other comprehensive loss | (1,692) | (2,700) |
Retained earnings | 150,214 | 144,813 |
Treasury stock—at cost, 294,888 shares as of both January 28, 2017 and January 30, 2016 | (19,523) | (19,523) |
Total stockholders’ equity | 919,869 | 886,160 |
Total liabilities and stockholders’ equity | 2,192,520 | 2,067,944 |
Convertible Senior Notes Due 2019 [Member] | ||
Current liabilities: | ||
Convertible senior notes due-net | 312,379 | 297,703 |
Convertible Senior Notes Due 2020 [Member] | ||
Current liabilities: | ||
Convertible senior notes due-net | $ 235,965 | $ 220,000 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Jan. 28, 2017 | Jan. 30, 2016 |
Statement Of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
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 | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 180,000,000 | 180,000,000 |
Common stock, shares issued | 41,123,521 | 40,878,163 |
Common stock, shares outstanding | 40,828,633 | 40,583,275 |
Treasury stock, shares | 294,888 | 294,888 |
Consolidated Statements of Inco
Consolidated Statements of Income - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 28, 2017 | Jan. 30, 2016 | Jan. 31, 2015 | |
Income Statement [Abstract] | |||
Net revenues | $ 2,134,871 | $ 2,109,006 | $ 1,867,422 |
Cost of goods sold | 1,455,084 | 1,356,314 | 1,176,648 |
Gross profit | 679,787 | 752,692 | 690,774 |
Selling, general and administrative expenses | 626,751 | 567,131 | 525,048 |
Income from operations | 53,036 | 185,561 | 165,726 |
Interest expense—net | 44,482 | 35,677 | 17,551 |
Income before income taxes | 8,554 | 149,884 | 148,175 |
Income tax expense | 3,153 | 58,781 | 57,173 |
Net income | $ 5,401 | $ 91,103 | $ 91,002 |
Weighted-average shares used in computing basic net income per share | 40,691,483 | 40,190,448 | 39,457,491 |
Basic net income per share | $ 0.13 | $ 2.27 | $ 2.31 |
Weighted-average shares used in computing diluted net income per share | 40,926,840 | 42,256,559 | 41,378,210 |
Diluted net income per share | $ 0.13 | $ 2.16 | $ 2.20 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 28, 2017 | Jan. 30, 2016 | Jan. 31, 2015 | |
Statement Of Income And Comprehensive Income [Abstract] | |||
Net income | $ 5,401 | $ 91,103 | $ 91,002 |
Net gains (losses) from foreign currency translation | 1,003 | (2,164) | (1,143) |
Net unrealized holding gains (losses) on available-for-sale investments | 5 | (34) | 12 |
Total comprehensive income | $ 6,409 | $ 88,905 | $ 89,871 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands | Total | Common Stock [Member] | Additional Paid-In Capital [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Retained Earnings (Accumulated Deficit) [Member] | Treasury Stock [Member] |
Balances at Feb. 01, 2014 | $ 545,272 | $ 4 | $ 584,641 | $ 629 | $ (37,292) | $ (2,710) |
Balances, shares at Feb. 01, 2014 | 39,124,764 | 40,353 | ||||
Stock-based compensation | 17,072 | 17,072 | ||||
Issuance of restricted stock | 0 | $ 0 | 0 | 0 | 0 | $ 0 |
Issuance of restricted stock, Shares | 7,592 | |||||
Vested and delivered restricted stock units | (2,795) | (2,795) | ||||
Vested and delivered restricted stock units, Shares | 56,003 | |||||
Exercise of stock options—including tax benefit | 32,500 | 32,500 | ||||
Exercise of stock options-including tax benefit, Shares | 956,091 | |||||
Repurchases of common stock | $ (16,575) | $ (16,575) | ||||
Repurchases of common stock, Shares | (251,910) | (251,910) | 251,910 | |||
Equity component value of convertible note issuance-net | $ 70,506 | 70,506 | ||||
Sale of common stock warrant | 40,390 | 40,390 | ||||
Purchase of convertible note hedge | (73,325) | (73,325) | ||||
Net income | 91,002 | 91,002 | ||||
Net gains (losses) from foreign currency translation | (1,143) | (1,143) | ||||
Net unrealized holding gains (losses) on investments | 12 | 12 | ||||
Balances at Jan. 31, 2015 | 702,916 | $ 4 | 668,989 | (502) | 53,710 | $ (19,285) |
Balances, shares at Jan. 31, 2015 | 39,892,540 | 292,263 | ||||
Stock-based compensation | 24,223 | 24,223 | ||||
Issuance of restricted stock | 0 | $ 0 | 0 | 0 | 0 | $ 0 |
Issuance of restricted stock, Shares | 6,535 | |||||
Vested and delivered restricted stock units | (4,863) | (4,863) | ||||
Vested and delivered restricted stock units, Shares | 78,769 | |||||
Exercise of stock options—including tax benefit | 35,885 | 35,885 | ||||
Exercise of stock options-including tax benefit, Shares | 608,056 | |||||
Repurchases of common stock | $ (238) | $ (238) | ||||
Repurchases of common stock, Shares | (2,625) | (2,625) | 2,625 | |||
Equity component value of convertible note issuance-net | $ 77,192 | 77,192 | ||||
Sale of common stock warrant | 30,390 | 30,390 | ||||
Purchase of convertible note hedge | (68,250) | (68,250) | ||||
Net income | 91,103 | 91,103 | ||||
Net gains (losses) from foreign currency translation | (2,164) | (2,164) | ||||
Net unrealized holding gains (losses) on investments | (34) | (34) | ||||
Balances at Jan. 30, 2016 | 886,160 | $ 4 | 763,566 | (2,700) | 144,813 | $ (19,523) |
Balances, shares at Jan. 30, 2016 | 40,583,275 | 294,888 | ||||
Stock-based compensation | 28,930 | 28,930 | ||||
Issuance of restricted stock | 0 | $ 0 | 0 | 0 | 0 | $ 0 |
Issuance of restricted stock, Shares | 33,555 | |||||
Vested and delivered restricted stock units | (1,531) | (1,531) | ||||
Vested and delivered restricted stock units, Shares | 88,538 | |||||
Exercise of stock options—including tax benefit | $ (99) | (99) | ||||
Exercise of stock options-including tax benefit, Shares | 123,265 | |||||
Repurchases of common stock, Shares | 0 | |||||
Net income | $ 5,401 | 5,401 | ||||
Net gains (losses) from foreign currency translation | 1,003 | 1,003 | ||||
Net unrealized holding gains (losses) on investments | 5 | 5 | ||||
Balances at Jan. 28, 2017 | $ 919,869 | $ 4 | $ 790,866 | $ (1,692) | $ 150,214 | $ (19,523) |
Balances, shares at Jan. 28, 2017 | 40,828,633 | 294,888 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | ||
Jan. 28, 2017 | Jan. 30, 2016 | Jan. 31, 2015 | |
CASH FLOWS FROM OPERATING ACTIVITIES | |||
Net income | $ 5,401,000 | $ 91,103,000 | $ 91,002,000 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation and amortization | 56,995,000 | 44,595,000 | 34,463,000 |
Impairments | 17,137,000 | 0 | 0 |
Product recalls | 4,615,000 | ||
Net non-cash charges resulting from inventory step-up | 6,835,000 | ||
Amortization of purchase premiums and accretion of purchases discount—net | 1,022,000 | 1,166,000 | |
Amortization of debt discount | 28,822,000 | 22,114,000 | 7,969,000 |
Excess tax (benefit) shortfall from exercise of stock options | 3,288,000 | (10,443,000) | (16,421,000) |
Stock-based compensation expense | 29,214,000 | 24,223,000 | 17,072,000 |
Deferred income taxes | (221,000) | (6,011,000) | 2,693,000 |
Other non-cash interest expense | 3,121,000 | 2,473,000 | 1,342,000 |
Change in assets and liabilities—net of acquisition: | |||
Accounts receivable | 588,000 | (2,629,000) | (3,991,000) |
Merchandise inventories | (4,304,000) | (166,505,000) | (106,036,000) |
Accounts payable and accrued expenses | (50,307,000) | 29,196,000 | 22,222,000 |
Deferred revenue and customer deposits | 23,977,000 | 33,213,000 | 19,955,000 |
Other current liabilities | (23,820,000) | 39,580,000 | (3,131,000) |
Deferred rent and lease incentives | 4,662,000 | 13,597,000 | 3,574,000 |
Other non-current obligations | 8,709,000 | 215,000 | (563,000) |
Prepaid expense and other assets | (36,889,000) | 10,817,000 | 9,093,000 |
Net cash provided by operating activities | 78,845,000 | 126,704,000 | 79,243,000 |
CASH FLOWS FROM INVESTING ACTIVITIES | |||
Capital expenditures | (157,644,000) | (119,461,000) | (110,359,000) |
Acquisition of buildings and land | (13,999,000) | ||
Construction related deposits | (23,380,000) | (20,049,000) | (9,250,000) |
Purchase of trademarks and domain names | (322,000) | (339,000) | (453,000) |
Purchase of investments | (248,485,000) | (217,379,000) | (91,604,000) |
Maturities of investments | 187,338,000 | 143,830,000 | 11,118,000 |
Sales of investments | 37,096,000 | ||
Acquisition of business—net of cash acquired | (116,100,000) | ||
Net cash used in investing activities | (321,497,000) | (227,397,000) | (200,548,000) |
CASH FLOWS FROM FINANCING ACTIVITIES | |||
Gross borrowings under revolving line of credit | 749,945,000 | ||
Gross repayments under revolving line of credit | (835,370,000) | ||
Revolving line of credit deferred financing fees | (2,133,000) | ||
Proceeds from issuance of convertible senior notes | 296,250,000 | 350,000,000 | |
Proceeds from issuance of warrants | 30,390,000 | 40,390,000 | |
Purchase of convertible note hedges | (68,250,000) | (73,325,000) | |
Debt issuance costs related to convertible senior notes | (2,382,000) | (5,385,000) | |
Borrowings under build-to-suit lease transactions | 1,776,000 | ||
Proceeds from exercise of stock options | 3,261,000 | 25,606,000 | 16,400,000 |
Excess tax benefit (shortfall) from exercise of stock options | (3,288,000) | 10,443,000 | 16,421,000 |
Tax withholdings related to issuance of stock-based awards | (1,603,000) | (5,027,000) | (3,116,000) |
Other financing activities | (611,000) | (248,000) | (1,803,000) |
Net cash provided by (used in) financing activities | (2,241,000) | 286,782,000 | 253,800,000 |
Effects of foreign currency exchange rate translation | 449,000 | (308,000) | (198,000) |
Net increase (decrease) in cash and cash equivalents | (244,444,000) | 185,781,000 | 132,297,000 |
Cash and cash equivalents | |||
Beginning of period | 331,467,000 | 145,686,000 | 13,389,000 |
End of period | 87,023,000 | 331,467,000 | 145,686,000 |
Cash paid for interest | 16,615,000 | 13,369,000 | 8,611,000 |
Cash paid for taxes | 48,464,000 | 29,135,000 | 60,121,000 |
Non-cash transactions: | |||
Property and equipment additions due to build-to-suit lease transactions | 55,991,000 | 96,323,000 | 89,829,000 |
Property and equipment reduction due to effected sale leaseback (Note 6) | (74,855,000) | ||
Property and equipment additions from use of construction related deposits | 10,720,000 | 13,915,000 | |
Property and equipment additions in accounts payable and accrued expenses at period-end | 9,201,000 | 12,108,000 | 10,875,000 |
Property and equipment acquired under capital lease | $ 16,000 | 88,000 | 38,000 |
Building acquired under capital lease | 6,798,000 | ||
Issuance of non-current notes payable related to share repurchases from former employees | 238,000 | $ 16,575,000 | |
Trademarks and Domain Names [Member] | |||
Non-cash transactions: | |||
Property and equipment additions in accounts payable and accrued expenses at period-end | $ 107,000 |
Nature of Business
Nature of Business | 12 Months Ended |
Jan. 28, 2017 | |
Accounting Policies [Abstract] | |
Nature of Business | NOTE 1—NATURE OF BUSINESS RH, 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 child and teen furnishings. These products are sold through the Company’s stores, catalogs and websites. On May 27, 2016, the Company acquired a controlling interest in Design Investors WW Acquisition Company, LLC, which owns the business operating under the name “Waterworks”. Refer to Note 4— Business Combination As of January 28, 2017, the Company operated a total of 85 retail Galleries and 28 outlet stores in 32 states, the District of Columbia and Canada, which includes 15 Waterworks showrooms in the United States and in the U.K., and had sourcing operations in Shanghai and Hong Kong. |
Organization
Organization | 12 Months Ended |
Jan. 28, 2017 | |
Accounting Policies [Abstract] | |
Organization | NOTE 2—ORGANIZATION The Company was formed on August 18, 2011 and capitalized on September 2, 2011 as a holding company for the purposes of facilitating an initial public offering of common equity and was at such time a direct subsidiary of Home Holdings, LLC, a Delaware limited liability company (“Home Holdings”). On November 1, 2012, the Company acquired all of the outstanding shares of capital stock of Restoration Hardware, Inc., a Delaware corporation, and Restoration Hardware, Inc. became a direct, wholly owned subsidiary of the Company. Restoration Hardware, Inc. was a direct, wholly owned subsidiary of Home Holdings LLC, a Delaware limited liability company (“Home Holdings”) prior to the Company’s initial public offering. Outstanding units issued by Home Holdings under its equity compensation plan, referred to as the Team Resto Ownership Plan, were replaced with common stock of the Company at the time of its initial public offering. These transactions are referred to as the “Reorganization.” On November 7, 2012, the Company completed its initial public offering. |
Significant Accounting Policies
Significant Accounting Policies | 12 Months Ended |
Jan. 28, 2017 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | NOTE 3—SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation These consolidated financial statements are prepared in conformity with accounting principles generally accepted in the United States (“GAAP”). The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. Accordingly, all intercompany balances and transactions have been eliminated through the consolidation process. Revisions During the fourth quarter of fiscal 2016, management determined that the Company had incorrectly reported negative cash balances due to outstanding checks in the accounts payable and accrued expenses financial statement line item in its consolidated balance sheets without properly applying the limited right of offset against cash and cash equivalents in accordance with ASC 210 — Balance Sheet The Company assessed the materiality of these misstatements on prior periods ’ — Materiality — Presentation of Financial Statements — Considering the Effects of Prior Year Misstatements when Quantifying Misstatements in Current Year Financial Statements T he revision decreased cash and cash equivalents and accounts payable and accrued expenses by $18.4 million as of January 30, 2016. The revisions decreased cash and cash equivalents and accounts payable and accrued expenses by $2.5 million, $0.5 million and $8.3 million as of April 30, 2016, July 30, 2016 and October 29, 2016, respectively. The following are selected line items from the Company’s condensed consolidated balance sheets and condensed consolidated statements of cash flows illustrating the effect of the corrections (in thousands): Condensed Consolidated Balance Sheets January 30, 2016 As Reported Adjustment As Revised Cash and cash equivalents $ 349,897 $ (18,430 ) $ 331,467 Total current assets 1,313,677 (18,430 ) 1,295,247 Total assets 2,086,374 (18,430 ) 2,067,944 Accounts payable and accrued expenses 280,714 (18,430 ) 262,284 Total current liabilities 452,555 (18,430 ) 434,125 Total liabilities 1,200,214 (18,430 ) 1,181,784 Condensed Consolidated Statements of Cash Flows Year Ended January 30, 2016 January 31, 2015 As Reported Adjustment As Revised As Reported Adjustment As Revised Cash flows from operating activities: Change in accounts payable and accrued expenses $ 44,378 $ (15,182 ) $ 29,196 $ 25,470 $ (3,248 ) $ 22,222 Net cash provided by operating activities 141,886 (15,182 ) 126,704 82,491 (3,248 ) 79,243 Cash and cash equivalents: Beginning of period 148,934 (3,248 ) 145,686 13,389 — 13,389 End of period 349,897 (18,430 ) 331,467 148,934 (3,248 ) 145,686 The following are selected line items from the Company’s unaudited condensed consolidated balance sheets and unaudited condensed consolidated statements of cash flows illustrating the effect of the corrections (in thousands) Unaudited Condensed Consolidated Balance Sheets April 30, 2016 As Reported Adjustment As Revised Cash and cash equivalents $ 237,156 $ (2,488 ) $ 234,668 Total current assets 1,244,435 (2,488 ) 1,241,947 Total assets 2,051,008 (2,488 ) 2,048,520 Accounts payable and accrued expenses 248,971 (2,488 ) 246,483 Total current liabilities 406,937 (2,488 ) 404,449 Total liabilities 1,171,480 (2,488 ) 1,168,992 Unaudited Condensed Consolidated Balance Sheets July 30, 2016 As Reported Adjustment As Revised Cash and cash equivalents $ 37,677 $ (514 ) $ 37,163 Total current assets 1,149,164 (514 ) 1,148,650 Total assets 2,088,641 (514 ) 2,088,127 Accounts payable and accrued expenses 222,812 (514 ) 222,298 Total current liabilities 405,249 (514 ) 404,735 Total liabilities 1,195,683 (514 ) 1,195,169 Unaudited Condensed Consolidated Balance Sheets October 29, 2016 As Reported Adjustment As Revised Cash and cash equivalents $ 55,426 $ (8,291 ) $ 47,135 Total current assets 1,151,804 (8,291 ) 1,143,513 Total assets 2,156,301 (8,291 ) 2,148,010 Accounts payable and accrued expenses 231,079 (8,291 ) 222,788 Total current liabilities 419,421 (8,291 ) 411,130 Total liabilities 1,254,123 (8,291 ) 1,245,832 Unaudited Condensed Consolidated Statements of Cash Flows Three Months Ended April 30, 2016 Six Months Ended July 30, 2016 Nine Months Ended October 29, 2016 As Reported Adjustment As Revised As Reported Adjustment As Revised As Reported Adjustment As Revised Cash flows from operating activities: Change in accounts payable and accrued expenses $ (30,546 ) $ 15,942 $ (14,604 ) $ (81,399 ) $ 17,916 $ (63,483 ) $ (73,574 ) $ 10,139 $ (63,435 ) Net cash used in operating activities (106,292 ) 15,942 (90,350 ) (91,565 ) 17,916 (73,649 ) (29,124 ) 10,139 (18,985 ) Cash and cash equivalents: Beginning of period 349,897 (18,430 ) 331,467 349,897 (18,430 ) 331,467 349,897 (18,430 ) 331,467 End of period 237,156 (2,488 ) 234,668 37,677 (514 ) 37,163 55,426 (8,291 ) 47,135 Fiscal Years The Company’s fiscal year ends on the Saturday closest to January 31. As a result, the Company’s fiscal year may include 53 weeks. The fiscal years ended January 28, 2017 (“fiscal 2016”), January 30, 2016 (“fiscal 2015”) and January 31, 2015 (“fiscal 2014”) each consisted of 52 weeks. The Company’s next 53-week fiscal year is the fiscal year ended February 3, 2018. Use of Accounting Estimates The preparation of the Company’s consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates and such differences could be material to the consolidated financial statements. Cash and Cash Equivalents The Company considers all highly liquid investments with original maturities of 90 days or less to be cash equivalents. Investments All of the Company’s investments are classified as available-for-sale and are carried at fair value. The Company invests excess cash primarily in investment-grade interest-bearing securities such as money market funds, certificates of deposit, commercial paper, government agency obligations and guaranteed obligations of the U.S. government, all of which are subject to minimal credit and market risks. Investments that have an original maturity of 91 days or more at the date of purchase and a current maturity of less than one year are classified as short-term investments, while investments with a current maturity of more than one year are classified as long-term investments. Fair value is determined based on quoted market rates when observable or utilizing data points that are observable, such as quoted prices, interest rates and yield curves. The cost of available-for-sale marketable securities sold is based on the specific identification method. Unrealized holding gains and losses, net of tax, are recorded in accumulated other comprehensive loss on the consolidated statements of stockholders’ equity until realized. Realized gains and losses, interest income, dividends, and amortization and accretion of purchase premiums and discounts on investments are included in interest expense on the consolidated statements of income. Total interest income and accretion of purchase discounts on investments were $2.3 million and $0.3 million in fiscal 2016, respectively. Total amortization of purchase premiums on investments was $1.3 million in fiscal 2016. Total interest income and accretion of purchase discounts on investments were $1.5 million and $0.1 million in fiscal 2015, respectively. Total amortization of purchase premiums on investments was $1.2 million in fiscal 2015. Realized gains and losses were not material in fiscal 2016 and fiscal 2015. The Company did not record any dividends in fiscal 2016 and fiscal 2015. Concentration of Credit Risk The Company maintains its cash and cash equivalent accounts in financial institutions in both U.S. dollar and Canadian dollar denominations. Accounts at the U.S. institutions are insured by the Federal Deposit Insurance Corporation (“FDIC”) up to $250,000 and accounts at the Canadian institutions are insured by the Canada Deposit Insurance Corporation (“CDIC”) up to $100,000 Canadian dollars. As of January 28, 2017 and January 30, 2016, and at various time throughout these fiscal years, the Company had cash in financial institutions in excess of the amount insured by the FDIC and CDIC. The Company performs ongoing evaluations of these institutions to limit its concentration of credit risk. Accounts Receivable Accounts receivable consist primarily of receivables from the Company’s credit card processors for sales transactions, receivables related to our contract business and other miscellaneous receivables. Accounts receivable is presented net of allowance for doubtful accounts, which is recorded on a specific identification basis. The allowance for doubtful accounts was $2.4 million and $2.3 million as of January 28, 2017 and January 30, 2016, respectively. Merchandise Inventories The Company’s merchandise inventories are comprised of finished goods and are carried at the lower of cost or market, with cost determined on a weighted-average cost method and market determined based on the estimated net realizable value. To determine if the value of inventory should be marked down below original cost, the Company considers current and anticipated demand, customer preference and the merchandise age. The inventory value is adjusted periodically to reflect current market conditions, which requires management judgments that may significantly affect the ending inventory valuation, as well as gross margin. The significant estimates used in inventory valuation are obsolescence (including excess and slow-moving inventory and lower of cost or market reserves) and estimates of inventory shrinkage. The Company adjusts its inventory for obsolescence based on historical trends, aging reports, specific identification and its estimates of future retail sales prices. Reserves for shrinkage are estimated and recorded throughout the period as a percentage of shipped sales based on historical shrinkage results and current inventory levels. Actual shrinkage is recorded throughout the year based upon periodic cycle counts and the results of the Company’s annual physical inventory count. Actual inventory shrinkage and obsolescence can vary from estimates due to factors including the mix of the Company’s inventory (which ranges from large furniture to decorative accessories) and execution against loss prevention initiatives in the Company’s stores, distribution centers, off-site storage locations and with its third-party transportation providers. Due to these factors, the Company’s obsolescence and shrinkage reserves contain uncertainties. Both estimates have calculations that require management to make assumptions and to apply judgment regarding a number of factors, including market conditions, the selling environment, historical results and current inventory trends. If actual obsolescence or shrinkage estimates change from the Company’s original estimates, the Company will adjust its inventory reserves accordingly throughout the period. Management does not believe that changes in the assumptions used in these estimates would have a significant effect on the Company’s net income or inventory balances. The Company’s inventory reserve balances were $33.2 million and $19.3 million as of January 28, 2017 and January 30, 2016, respectively. Product Recalls In fiscal 2016, the Company recorded a $4.6 million charge related to the recall of certain products. The charge reduced net revenues by $3.5 million and resulted in cost of goods sold of $0.5 million and selling, general and administrative expenses of $0.6 million. The product recall accrual as of January 28, 2017 was $4.3 million and is included in other current liabilities on the consolidated balance sheets. Advertising Expenses Advertising expenses primarily represent the costs associated with the Company’s catalog mailings, as well as print and website marketing. Total advertising expense, which is recorded in selling, general and administrative expenses on the consolidated statements of income, was $79.8 million, $107.7 million, and $114.7 million in fiscal 2016, fiscal 2015, and fiscal 2014, respectively. Capitalized Catalog Costs Capitalized catalog costs consist primarily of third-party incremental direct costs to prepare, print and distribute Source Books. Such costs are capitalized and amortized over their expected period of future benefit. Such amortization is based upon the ratio of actual revenues to the total of actual and estimated future revenues on an individual Source Book basis. Estimated future revenues are based upon various factors such as the total number of Source Books and pages circulated, the probability and magnitude of consumer response and the merchandise assortment offered. Each Source Book is generally fully amortized within a twelve-month period after they are mailed and the majority of the amortization occurs within the first five to nine months, with the exception of the Holiday Source Books, which are generally fully amortized within a three-month period after they are mailed. Capitalized catalog costs are evaluated for realizability on a regular basis by comparing the carrying amount associated with each Source Book to the estimated probable remaining future sales associated with that Source Book. The Company’s catalog amortization calculation requires management to make assumptions and to apply judgment regarding a number of factors, including market conditions, the selling environment and the probability and magnitude of consumer response to certain Source Books and merchandise assortment offered. If actual revenues associated with the Company’s Source Books differ from its original estimates, the Company adjusts its catalog amortization schedules accordingly. Management does not believe that changes in the assumptions used in these estimates would have a significant effect on the Company’s net income as changes in the assumptions do not impact the total cost of the Source Books to be amortized. However, changes in the assumptions could impact the timing of the future catalog amortization expense recorded to the consolidated statements of income. The Company had $61.3 million and $35.8 million of capitalized catalog costs that are included in prepaid expense and other current assets on the consolidated balance sheets as of January 28, 2017, and January 30, 2016, respectively. The increase in capitalized catalog costs, as of January 28, 2017, is primarily due to the change in the timing of distribution of the Interiors Source Book, which was circulated in Spring 2015 and was circulated in Fall 2016 for fiscal 2016. Website and Print Advertising Website and print advertising expenses, which include e-commerce advertising, web creative content and direct marketing activities such as print media, radio and other media advertising, are expensed as incurred or upon the release of the content or the initial advertisement. Property and Equipment Property and equipment is recorded at cost, net of accumulated depreciation and amortization. Depreciation is calculated using the straight-line method, generally using the following useful lives: Category of Property and Equipment Useful Life Building and building improvements 40 years Machinery, equipment and aircraft 3 to 10 years Furniture, fixtures and equipment 3 to 7 years Computer software 3 to 10 years The cost of leasehold improvements and lease acquisitions is amortized over the lesser of the useful life of the asset or the applicable lease term. The Company expenses all internal-use software costs incurred in the preliminary project stage and capitalizes certain direct costs associated with the development and purchase of internal-use software, including external costs of materials and services and internal payroll costs related to the software project, within property and equipment. Capitalized costs are amortized on a straight-line basis over the estimated useful lives of the software, generally between three and ten years. Interest is capitalized on construction in progress and software projects during the period in which expenditures have been made, activities are in progress to prepare the asset for its intended use and interest expense is being incurred. The Company capitalized interest of $2.4 million, $2.3 million and $1.6 million in fiscal 2016, fiscal 2015 and fiscal 2014, respectively. During fiscal 2016 and fiscal 2015, all of the $2.4 million and $2.3 million capitalized interest, respectively, relates to the capitalization of non-cash interest associated with the amortization of the convertible senior notes debt discount. During fiscal 2014, $1.1 million of the $1.6 million capitalized interest relates to the capitalization of non-cash interest associated with the amortization of the convertible senior notes debt discount. Property and equipment acquired under non-cancelable leases, which meet the criteria of capital leases, are capitalized and amortized over the lesser of the useful life of the asset or the lease term. For buildings held under capital lease, unless the fair value of the land at lease inception exceeds 25% of the aggregate fair value of the leased land and building, rent payments under the leases are recognized using the effective interest method as a reduction of the capital lease obligation and interest expense. Pursuant to Accounting Standards Codification (“ASC”) 840— Leases (“ASC 840”) The land purchased by the Company is recorded at cost and is a non-depreciable asset. Property and equipment is reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of assets may not be recoverable. For a discussion regarding fiscal 2016 impairments, refer to the impairment accounting policy below. Intangible Assets Intangible assets reflect the value assigned to trademarks, domain names and the fair market value of the Company’s leases. The Company does not amortize trademarks and domain names as the Company defines the life of these assets as indefinite. Impairment Goodwill The Company evaluates goodwill annually to determine whether it is impaired or whenever events occur or circumstances change that would indicate that the fair value of a reporting unit is less than its carrying amount. Conditions that may indicate impairment include, but are not limited to, a significant adverse change in customer demand or business climate that could affect the value of an asset; general economic conditions, such as increasing Treasury rates or unexpected changes in gross domestic product growth; a change in the Company’s market share; budget-to-actual performance and consistency of operating margins and capital expenditures; a product recall or an adverse action or assessment by a regulator; or changes in management or key personnel. The Company selected the fourth fiscal quarter to perform its annual goodwill impairment testing. The Company reviews goodwill for impairment by first assessing qualitative factors to determine whether it is more likely than not that the fair value of the reporting unit is less than its carrying amount as a basis for determining whether it is necessary to perform the two-step goodwill impairment test. If it is determined that it is not more likely than not that the fair value of the reporting unit is less than its carrying amount, it is unnecessary to perform the two-step goodwill impairment test. If it is determined that it is more likely than not that the fair value of the reporting unit is less than its carrying amount, the two-step test is performed to identify potential goodwill impairment. In the first step, the Company compares the fair value of the reporting unit, generally defined as the same level as or one level below an operating segment, to its carrying value. If the fair value of the reporting unit exceeds the carrying value of the net assets assigned to that unit, goodwill is considered not impaired and the Company is not required to perform further testing. If the carrying value of the net assets assigned to the reporting unit exceeds the fair value of the reporting unit, then the Company must perform the second step of the impairment test in order to determine the implied fair value of the reporting unit’s goodwill. If the carrying value of a reporting unit’s goodwill exceeds its implied fair value, then the Company would record an impairment loss equal to the difference. A reporting unit is an operating segment or a business unit one level below that operating segment, for which discrete financial information is prepared and regularly reviewed by management. The Company has deemed RH Segment and Waterworks to be the reporting units for which goodwill is independently tested. The Company did not recognize any goodwill impairment in fiscal 2016, fiscal 2015 or fiscal 2014. Trademarks and Domain Names The Company annually evaluates whether trademarks and domain names continue to have an indefinite life. Trademarks and domain names are reviewed for impairment annually in the fourth quarter and may be reviewed more frequently if indicators of impairment are present. Conditions that may indicate impairment include, but are not limited to, a significant adverse change in customer demand or business climate that could affect the value of an asset, a product recall or an adverse action or assessment by a regulator. The Company qualitatively assesses indefinite-lived intangible asset impairment to determine whether it is more likely than not that the fair value of the asset is less than its carrying amount. If trademarks and domain names are not qualitatively assessed or if trademarks and domain names are qualitatively assessed and it is determined it is not more likely than not that the asset’s fair value is greater than its carrying amount, an impairment review is performed by comparing the carrying value to the estimated fair value, determined using a discounted cash flow methodology. Factors used in the valuation of intangible assets with indefinite lives include, but are not limited to, management’s plans for future operations, brand initiatives, recent results of operations and projected future cash flows. The Company did not recognize any trademarks and domain names impairment in fiscal 2016, fiscal 2015 or fiscal 2014. Long-Lived Assets Long-lived assets, such as property and equipment and intangible assets subject to amortization, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset group may not be recoverable. Conditions that may indicate impairment include, but are not limited to, a significant adverse change in customer demand or business climate that could affect the value of an asset group, an operating loss or expectation of future operating losses, negative operating cash flows or expectation of future negative operating cash flows or an adverse action or assessment by a regulator. If one of more of these circumstances is present, the Company would perform an impairment test and record an impairment charge if the sum of the estimated undiscounted future cash flows related to the asset group is less than the carrying value and would recognize a loss equal to the difference between the carrying value and the fair value, usually determined by the estimated discounted cash flow analysis of the asset group. The Company has determined that it has two asset groups: RH Segment and Waterworks. In both cases, the assets for each group include Galleries, catalogs and websites. Along with the support of the distribution centers and corporate assets, each asset group is fully integrated as part of an omni-channel model and dependent on each other in generating cash flows. The Company evaluates long-lived tangible assets at the asset group level, which is the lowest level at which independent cash flows can be identified. Since there is typically no active market for the Company’s long-lived tangible assets, the Company estimates fair values based on the expected future cash flows. The Company estimates future cash flows based on store-level historical results, current trends, and operating and cash flow projections. The Company’s estimates are subject to uncertainty and may be affected by a number of factors outside its control, including general economic conditions and the competitive environment. While the Company believes its estimates and judgments about future cash flows are reasonable, future impairment charges may be required if the expected cash flow estimates, as projected, do not occur or if events change requiring the Company to revise its estimates. The Company did not record an impairment charge on long-lived assets in fiscal 2016, except for impairment related to the Company committing to a plan to sell its aircraft and impairment associated with the RH Contemporary Art product line, as discussed in detail below. The Company did not record an impairment charge on long-lived assets in fiscal 2015 or fiscal 2014. Asset Held for Sale An asset is considered to be held for sale when all of the following criteria are met: • Management commits to a plan to sell the property; • It is unlikely that the disposal plan will be significantly modified or discontinued; • The property is available for immediate sale in its present condition; • Actions required to complete the sale of the property have been initiated; • Sale of the asset is probable and the completed sale is expected to occur within one year; and • The property is actively being marketed for sale at a price that is reasonable given its current market value. Upon designation as an asset held for sale, the carrying value of the asset is recorded at the lower of its carrying value or its estimated fair value, less estimated costs to sell, and the Company ceases depreciating the asset. During the fourth quarter of fiscal 2016, the Company committed to a plan to sell its aircraft, resulting in a reclassification of aircraft from property and equipment to asset held for sale on the consolidated balance sheets as of January 28, 2017. The Company expects the sale of the aircraft to be completed in fiscal 2017. The Company performed an assessment and determined that based on management’s best estimate of the selling price of the aircraft, it had an impairment of $4.8 million in fiscal 2016. Such impairment charge is included in selling, general and administrative expenses on the consolidated statements of income. RH Contemporary Art Impairment During the fourth quarter of fiscal 2016, the Company initiated and executed a plan to integrate the RH Contemporary Art (“RHCA”) product line into the broader RH platform and no longer operates RHCA as a separate division. As a result, the Company incurred restructuring related costs, including loss on disposal of capitalized property and equipment of $5.5 million, liability for lease losses of $3.2 million, inventory impairment of $2.7 million and other associated costs of $0.3 million. The Company did not incur any employee termination benefits associated with the integration. The impact to cost of goods sold and selling, general and administrative expenses on the consolidated statements of income was $1.1 million and $10.6 million, respectively. As of January 28, 2017, the Company’s liability for lease losses, which is estimated as the net present value of the difference between lease payments and receipts under sublease agreements, was $3.2 million and is included in other non-current obligations on the consolidated balance sheets. Lease Accounting The Company leases stores, distribution facilities, office space and, less significantly, certain machinery and equipment. The Company classifies leases at the inception of the lease as a capital lease or an operating lease. Build-to-Suit Lease Transactions The Company is sometimes involved in the construction of leased stores, which, depending on the extent to which it is involved, the Company may be the “deemed owner” of the leased premises for accounting purposes during the construction period pursuant to upon commencement of the construction project, as property and equipment U pon completion of the construction project, the Company performs a sale-leaseback analysis to determine if it does not have any forms of “continuing involvement” and therefore can remove the assets and related liabilities from its consolidated balance sheets. If the assets and related liabilities cannot be removed from the Company’s consolidated balance sheets, the Company accounts for the transactions as a financing lease. These lease transactions are referred to as build-to-suit lease transactions. Rent expense relating to the land is recognized on a straight-line basis once construction begins, which is determined using the fair value of the leased land at construction commencement and the Company’s incremental borrowing rate. Once cash payments commence under the lease, all amounts in excess of land rent expense are recorded as a debt-service payment and are recognized as interest expense and a reduction of the financing obligation. Similar to capital leases, the expense recorded within the consolidated statements of income over the lease term is equal to the cash rent payments made under the lease. The primary difference in the consolidated statements of income between build-to-suit lease transactions and operating leases is the timing of recognition and the classification of expenses. Expenses related to operating leases are classified as rent expense compared to expenses related to build-to-suit lease transactions which are classified as a combination of rent expense, depreciation expense and interest expense. Operating and Capital Leases In a capital or an operating lease, the expected lease term begins with the date that the Company takes possession of the equipment or the leased space for construction and other purposes. The expected lease term may also include the exercise of renewal options if the exercise of the option is determined to be reasonably assured. The expected term is also used in the determination of whether a store is a capital or operating lease. Certain of the Company’s property and equipment are held under capital leases. These assets are included in property and equipment and depreciated over the lesser of the useful life of the asset or the lease term. For buildings held under capital leases, unless the fair value of the land at lease inception exceeds 25% of the aggregate fair value of the leased land and buildings, rent payments under the leases are recognized using the effective interest method as a reduction of the capital lease obligation and interest expense. Pursuant to ASC 840 to the product of the fair value of the leased land at construction commencement and the Company’s incremental borrowing rate. The remaining cash payment is All other leases are considered operating leases in accordance with ASC 840. Assets subject to an operating lease and the related lease payments are not recorded on the consolidated balance sheets. For leases that contain lease incentives, premiums and minimum rent expenses, the Company recognizes rent expense on a straight-line basis over the lease term. Tenant improvement allowances received from landlords under operating leases are recorded in deferred rent and lease incentives on the consolidated balance sheets, and are amortized on a straight-line basis over the lease term. During fiscal 2015, the Company received $9.2 million related to profit participation arrangements for two of its distribution center facilities. Such amounts were recorded in deferred rent and lease incentives on the consolidated balance sheets and will be amortized on a straight-line basis over the respective lease terms. Debt Issuance Costs Debt issuance costs related to the convertible senior notes are recorded as a contra-liability and are presented net against the respective convertible senior note balance on the consolidated balance sheets. Debt issuance costs related to the convertible senior notes are amortized utilizing the effective interest method over the expected life of the respective notes. Such amortization is included in interest expense–net on the consolidated statements of income. Deferred financing fees related to the revolving line of credit are included in non-current assets on the consolidated balance sheets. Deferred financing fees related to the revolving line of credit are amor |
Business Combination
Business Combination | 12 Months Ended |
Jan. 28, 2017 | |
Business Combinations [Abstract] | |
Business Combination | NOTE 4—BUSINESS COMBINATION On May 27, 2016, the Company acquired a controlling interest in Design Investors WW Acquisition Company, LLC, which owns the business operating under the name “Waterworks”. The purchase price of the acquisition was approximately $119.9 million consisting of $118.4 million funded with available cash and $1.5 million representing the fair value of rollover units, which amount is subject to adjustment for changes in working capital and other items. The adjustment has not yet been finalized as of January 28, 2017. The rollover units are included in non-current liabilities on the consolidated balance sheets (refer to Note 16— Stock-Based Compensation) In fiscal 2016 the Company incurred $2.8 million of acquisition-related costs associated with the transaction. These costs and expenses include fees associated with financial, legal and accounting advisors, and employment related costs, and are included in selling, general and administrative expenses on the consolidated statements of income. The following table summarizes the purchase price allocation based on the estimated fair value of the acquired assets and assumed liabilities ( in thousands Tangible assets acquired and liabilities assumed $ 18,615 Trademarks 52,100 Goodwill 49,229 Total $ 119,944 Under purchase accounting rules, the Company valued the acquired finished goods inventory to fair value, which is defined as the estimated selling price less the sum of (a) costs of disposal and (b) a reasonable profit allowance for the Company’s selling effort. This valuation resulted in an increase in inventory carrying value of approximately $10.8 million for marketable inventory. Trademarks have been assigned an indefinite life and therefore are not subject to amortization. The goodwill is representative of the benefits and expected synergies from the integration of Waterworks products and Waterworks’ management and employees, which do not qualify for separate recognition as an intangible asset. The trademarks and goodwill are not expected to be deductible for tax purposes. Results of operations of Waterworks have been included in the Company’s consolidated statements of income since the May 27, 2016 acquisition date. Waterworks represented $74.8 million of the Company’s net revenues in fiscal 2016. Pro forma results of the acquired business have not been presented as the results were not considered material to the Company’s consolidated financial statements for all periods presented and would not have been material had the acquisition occurred at the beginning of fiscal 2016. |
Prepaid Expense and Other Asset
Prepaid Expense and Other Assets | 12 Months Ended |
Jan. 28, 2017 | |
Deferred Costs Capitalized Prepaid And Other Assets Disclosure [Abstract] | |
Prepaid Expense and Other Assets | NOTE 5—PREPAID EXPENSE AND OTHER ASSETS Prepaid expense and other current assets consist of the following ( in thousands January 28, January 30, 2017 2016 Capitalized catalog costs $ 61,258 $ 35,836 Vendor deposits 13,276 22,959 Federal tax receivable 13,124 — Prepaid expense and other current assets 29,504 20,225 Total prepaid expense and other current assets $ 117,162 $ 79,020 Other non-current assets consist of the following ( in thousands January 28, January 30, 2017 2016 Construction related deposits $ 28,044 $ 15,384 Other deposits 4,706 3,635 Deferred financing fees 1,530 2,236 Other non-current assets 1,889 4,207 Total other non-current assets $ 36,169 $ 25,462 |
Property and Equipment
Property and Equipment | 12 Months Ended |
Jan. 28, 2017 | |
Property Plant And Equipment [Abstract] | |
Property and Equipment | NOTE 6—PROPERTY AND EQUIPMENT Property and equipment consists of the following ( in thousands January 28, January 30, 2017 2016 Leasehold improvements (1) $ 439,574 $ 336,995 Computer software 120,051 96,618 Furniture, fixtures and equipment 73,730 49,650 Machinery, equipment and aircraft 50,979 32,190 Land 11,396 11,188 Building and building improvements 10,113 9,811 Build-to-suit property (2) (3) 202,713 146,550 Building and equipment under capital leases 7,603 8,025 Total property and equipment 916,159 691,027 Less—accumulated depreciation and amortization (4) (234,103 ) (175,422 ) Total property and equipment—net $ 682,056 $ 515,605 (1) Leasehold improvements include construction in progress of $68.4 million and $51.1 million as of January 28, 2017 and January 30, 2016, respectively. (2) The Company capitalizes assets and records a corresponding non-current liability for build-to-suit lease transactions where it is considered the owner, for accounting purposes. Refer to Lease Accounting Significant Accounting Policies (3) In fiscal 2014, the Company concluded that it was the deemed owner for accounting purposes for a new distribution center located in California during the construction period pursuant to ASC 840. During the construction period, the Company capitalized the cash and non-cash assets contributed by the landlord for the construction of the distribution center on its consolidated balance sheets as an increase in property and equipment and an increase in financing obligations under build-to-suit lease transactions. During the fourth quarter of fiscal 2015, upon the completion of the construction period, the Company performed a sale-leaseback analysis and determined that it did not have any prohibitive forms of continuing involvement and therefore removed the asset and corresponding liability of $74.9 million from its consolidated balance sheet as of January 30, 2016. The effected sale leaseback did not have an impact on the consolidated statements of income or consolidated statements of cash flows in fiscal 2015. (4) Includes accumulated amortization related to equipment under capital leases of $1.6 million as of both January 28, 2017 and January 30, 2016, respectively. The Company recorded depreciation expense of $56.9 million, $44.2 million, and $33.7 million in fiscal 2016, fiscal 2015, and fiscal 2014, respectively. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 12 Months Ended |
Jan. 28, 2017 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | NOTE 7—GOODWILL AND INTANGIBLE ASSETS The following sets forth the goodwill and intangible assets as of January 28, 2017 ( in thousands Gross Carrying Amount Accumulated Amortization Foreign Currency Translation Net Book Value Intangible assets subject to amortization Fair value of leases (1) Fair market write-up $ 1,925 $ (1,792 ) $ — $ 133 Fair market write-down (2) (1,467 ) 1,350 — (117 ) Total intangible assets subject to amortization $ 458 $ (442 ) $ — $ 16 Intangible assets not subject to amortization Goodwill (3) $ 173,690 $ — $ (87 ) $ 173,603 Trademarks and domain names (3) $ 100,624 $ — $ — $ 100,624 (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 consolidated balance sheets. (3) The Company recorded goodwill and trademarks of $49.2 million and $52.1 million, respectively, in fiscal 2016 related to its acquisition of Waterworks. Refer to Note 4— Business Combination The following sets forth the goodwill and intangible assets as of January 30, 2016 ( in thousands Gross Carrying Amount Accumulated Amortization Foreign Currency Translation Net Book Value Intangible assets subject to amortization Fair value of leases (1) Fair market write-up $ 1,924 $ (1,697 ) $ — $ 227 Fair market write-down (2) (1,467 ) 1,289 — (178 ) Total intangible assets subject to amortization $ 457 $ (408 ) $ — $ 49 Intangible assets not subject to amortization Goodwill $ 124,461 $ — $ (160 ) $ 124,301 Trademarks and domain names $ 48,309 $ — $ — $ 48,309 (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 consolidated balance sheets. The Company recorded amortization expense related to intangible assets of $0.1 million, $0.3 million, and $0.7 million in fiscal 2016, fiscal 2015, and fiscal 2014, respectively. |
Accounts Payable, Accrued Expen
Accounts Payable, Accrued Expenses and Other Current Liabilities | 12 Months Ended |
Jan. 28, 2017 | |
Payables And Accruals [Abstract] | |
Accounts Payable, Accrued Expenses and Other Current Liabilities | NOTE 8—ACCOUNTS PAYABLE, ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES Accounts payable and accrued expenses consist of the following ( in thousands January 28, January 30, 2017 2016 As Revised Accounts payable $ 134,720 $ 156,594 Accrued freight and duty 27,955 27,230 Accrued compensation 26,886 27,698 Accrued sales taxes 14,908 19,269 Accrued occupancy 8,137 15,095 Accrued catalog costs 3,874 5,988 Accrued professional fees 2,082 2,736 Other accrued expenses 8,418 7,674 Total accounts payable and accrued expenses $ 226,980 $ 262,284 Other current liabilities consist of the following ( in thousands January 28, January 30, 2017 2016 Unredeemed gift card and merchandise credit liability $ 24,524 $ 24,364 Allowance for sales returns 10,077 12,688 Product recall reserve 4,324 — Federal and state tax payable 619 27,838 Other liabilities 3,727 182 Total other current liabilities $ 43,271 $ 65,072 |
Other Non-Current Obligations
Other Non-Current Obligations | 12 Months Ended |
Jan. 28, 2017 | |
Other Liabilities Disclosure [Abstract] | |
Other Non-Current Obligations | NOTE 9—OTHER NON-CURRENT OBLIGATIONS Other non-current obligations consist of the following ( in thousands January 28, January 30, 2017 2016 Notes payable for share repurchases $ 19,390 $ 19,523 Deferred contract incentive (1) 7,739 — Capital lease obligations—non-current 7,242 7,399 Unrecognized tax benefits 2,508 1,125 Rollover units and profit interests (2) 1,784 — Other non-current obligations 6,021 1,302 Total other non-current obligations $ 44,684 $ 29,349 (1) Represents the non-current portion of an incentive payment received in relation to a 5-year service agreement. The amount will be amortized over the term of the agreement. (2) Represents rollover units and profit interests associated with the acquisition of Waterworks. Refer to Note 16 — Stock-Based Compensation |
Convertible Senior Notes
Convertible Senior Notes | 12 Months Ended |
Jan. 28, 2017 | |
Debt Disclosure [Abstract] | |
Convertible Senior Notes | NOTE 10—CONVERTIBLE SENIOR NOTES 0.00% Convertible Senior Notes due 2020 In June 2015, the Company issued in a private offering $250 million principal amount of 0.00% convertible senior notes due 2020 and, in July 2015, the Company issued an additional $50 million principal amount pursuant to the exercise of the overallotment option granted to the initial purchasers as part of its June 2015 offering (collectively, the “2020 Notes”). The 2020 Notes are governed by the terms of an indenture between the Company and U.S. Bank National Association, as the Trustee. The 2020 Notes will mature on July 15, 2020, unless earlier purchased by the Company or converted. The 2020 Notes will not bear interest, except that the 2020 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 2020 Notes. The 2020 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 2020 Notes, which may result in the acceleration of the maturity of the 2020 Notes, as described in the indenture governing the 2020 Notes. The 2020 Notes are guaranteed by the Company’s primary operating subsidiary, Restoration Hardware, Inc., as Guarantor. The guarantee is the unsecured obligation of the Guarantor and is subordinated to the Guarantor’s obligations from time to time with respect to its credit agreement and ranks equal in right of payment with respect to Guarantor’s other obligations. The initial conversion rate applicable to the 2020 Notes is 8.4656 shares of common stock per $1,000 principal amount of 2020 Notes, which is equivalent to an initial conversion price of approximately $118.13 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” as defined in the indenture, the Company will, in certain circumstances, increase the conversion rate by a number of additional shares for a holder that elects to convert its 2020 Notes in connection with such make-whole fundamental change. Prior to March 15, 2020, the 2020 Notes will be convertible only under the following circumstances: (1) during any calendar quarter commencing after September 30, 2015, 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 2020 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. As of January 28, 2017, none of these conditions have occurred and, as a result, the 2020 Notes are not convertible as of January 28, 2017. On and after March 15, 2020, 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 2020 Notes at any time, regardless of the foregoing circumstances. Upon conversion, the 2020 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. If the Company has not delivered a notice of its election of settlement method prior to the final conversion period it will be deemed to have elected combination settlement with a dollar amount per note to be received upon conversion of $1,000. The Company may not redeem the 2020 Notes; however, upon the occurrence of a fundamental change (as defined in the indenture governing the notes), holders may require the Company to purchase all or a portion of their 2020 Notes for cash at a price equal to 100% of the principal amount of the 2020 Notes to be purchased plus any accrued and unpaid special interest to, but excluding, the fundamental change purchase date. 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 2020 Notes, the Company separated the 2020 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 2020 Notes and the fair value of the liability component of the 2020 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 6.47% over the expected life of the 2020 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 2020 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 expected life of the 2020 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 2020 Notes were comprised of discounts upon original issuance of $3.8 million and third party offering costs of $2.3 million. Discounts and third party offering costs attributable to the liability component are recorded as a contra-liability and are presented net against the convertible senior notes due 2020 balance on the consolidated balance sheets. The Company recorded $1.0 million and $0.6 million related to the amortization of debt issuance costs in fiscal 2016 and fiscal 2015, respectively, related to the 2020 Notes. The carrying values of the 2020 Notes, excluding the discounts upon original issuance and third party offering costs, are as follows ( in thousands January 28, January 30, 2017 2016 Liability component Principal $ 300,000 $ 300,000 Less: Debt discount (60,124 ) (75,113 ) Net carrying amount $ 239,876 $ 224,887 Equity component (1) $ 84,003 $ 84,003 (1) Included in additional paid-in capital on the consolidated balance sheets. The Company recorded interest expense of $15.0 million and $8.9 million for the amortization of the debt discount related to the 2020 Notes during fiscal 2016 and fiscal 2015, respectively. 2020 Notes—Convertible Bond Hedge and Warrant Transactions In connection with the offering of the 2020 Notes in June 2015 and the exercise in full of the overallotment option in July 2015, the Company entered into convertible note hedge transactions whereby the Company has the option to purchase a total of approximately 5.1 million shares of its common stock at a price of approximately $118.13 per share. The total cost of the convertible note hedge transactions was $68.3 million. In addition, the Company sold warrants whereby the holders of the warrants have the option to purchase a total of approximately 5.1 million shares of the Company’s common stock at a price of $189.00 per share. The Company received $30.4 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 earnings dilution from the conversion of the 2020 Notes until the Company’s common stock is above approximately $189.00 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 consolidated balance sheets. The Company recorded a deferred tax liability of $32.8 million in connection with the debt discount associated with the 2020 Notes and recorded a deferred tax asset of $26.6 million in connection with the convertible note hedge transactions. The deferred tax liability and deferred tax asset are recorded in non-current deferred tax assets on the consolidated balance sheets. 0.00% Convertible Senior Notes due 2019 On June 18, 2014, the Company issued $350 million principal amount of 0.00% convertible senior notes due 2019 (the “2019 Notes”) in a private offering. The 2019 Notes are governed by the terms of an indenture between the Company and U.S. Bank National Association, as the Trustee. The 2019 Notes will mature on June 15, 2019, unless earlier purchased by the Company or converted. The 2019 Notes will not bear interest, except that the 2019 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 2019 Notes. The 2019 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 2019 Notes, which may result in the acceleration of the maturity of the 2019 Notes, as described in the indenture governing the 2019 Notes. The initial conversion rate applicable to the 2019 Notes is 8.6143 shares of common stock per $1,000 principal amount of 2019 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 2019 Notes in connection with such make-whole fundamental change. Prior to March 15, 2019, the 2019 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 2019 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. As of January 28, 2017, none of these conditions have occurred and, as a result, the 2019 Notes are not convertible as of January 28, 2017. 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 2019 Notes at any time, regardless of the foregoing circumstances. Upon conversion, the 2019 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. If the Company has not delivered a notice of its election of settlement method prior to the final conversion period it will be deemed to have elected combination settlement with the specified dollar amount of $1,000. The Company may not redeem the 2019 Notes; however, upon the occurrence of a fundamental change (as defined in the indenture governing the notes), holders may require the Company to purchase all or a portion of their 2019 Notes for cash at a price equal to 100% of the principal amount of the 2019 Notes to be purchased plus any accrued and unpaid special interest to, but excluding, the fundamental change purchase date. 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 2019 Notes, the Company separated the 2019 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 2019 Notes and the fair value of the liability component of the 2019 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 expected life of the 2019 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 2019 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 expected life of the 2019 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 2019 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, commissions payable to the initial purchasers and third party offering costs attributable to the liability component were recorded as a contra-liability and are presented net against the convertible senior notes balance on the consolidated balance sheets. The Company recorded $0.8 million, $0.8 million and $0.5 million related to the amortization of debt issuance costs in fiscal 2016, fiscal 2015 and fiscal 2014, respectively, related to the 2019 Notes. The carrying values of the 2019 Notes, excluding the discounts and commissions payable to the initial purchasers and third party offering costs, are as follows ( in thousands January 28, January 30, 2017 2016 Liability component Principal $ 350,000 $ 350,000 Less: Debt discount (35,457 ) (49,289 ) Net carrying amount $ 314,543 $ 300,711 Equity component (1) $ 70,482 $ 70,482 (1) Included in additional paid-in capital on the consolidated balance sheets. The Company recorded interest expense of $13.8 million, $13.2 million and $8.0 million for the amortization of the debt discount related to the 2019 Notes in fiscal 2016, fiscal 2015 and fiscal 2014, respectively. Convertible Bond Hedge and Warrant Transactions In connection with the offering of the 2019 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 2019 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 consolidated balance sheets. The Company recorded a deferred tax liability of $27.5 million in connection with the debt discount associated with the 2019 Notes and recorded a deferred tax asset of $28.6 million in connection with the convertible note hedge transactions. The deferred tax liability and deferred tax assets are included in non-current deferred tax assets on the consolidated balance sheets. |
Line of Credit
Line of Credit | 12 Months Ended |
Jan. 28, 2017 | |
Debt Disclosure [Abstract] | |
Line of Credit | NOTE 11—LINE OF CREDIT In August 2011, Restoration Hardware, Inc., along with its Canadian subsidiary, Restoration Hardware Canada, Inc., entered into a credit agreement (the “prior credit agreement”) with Bank of America, N.A., as administrative agent, and certain other lenders. 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. As a result of the amended and restated credit agreement, unamortized deferred financing fees of $0.2 million related to the previous facility were expensed in fiscal 2014 and $0.9 million related to the previous facility will be amortized over the life of the new revolving line of credit, which has a maturity date of November 24, 2019. On August 12, 2015, Restoration Hardware, Inc. and Restoration Hardware Canada, Inc. entered into a First Amendment (the “Amendment”) to the amended and restated credit agreement. The Amendment changes the amended and restated credit agreement definition of “Change of Control” (the occurrence of which triggers a default under the amended and restated credit agreement) so that changes in the composition of the board of directors due to actual or threatened proxy solicitations are treated in the same way as other changes in the composition of the board of directors. 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 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 January 28, 2017, the Company was in compliance with all covenants contained in the credit agreement. 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. As of January 28, 2017, the Company did not have any amounts outstanding under the revolving line of credit. As of January 28, 2017 and January 30, 2016, the Company had $14.4 million and $15.0 million in outstanding letters of credit, respectively. As of January 28, 2017, the Company had $535.2 million undrawn borrowing availability under the revolving line of credit. |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 12 Months Ended |
Jan. 28, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | NOTE 12—FAIR VALUE OF FINANCIAL INSTRUMENTS Financial Assets and Liabilities Certain financial assets and liabilities are required to be carried at fair value. Fair value is the price that would be received to sell an asset, or paid to transfer a liability, in an orderly transaction between market participants at the measurement date. In determining the fair value, the Company utilizes market data or assumptions that it believes market participants would use in pricing the asset or liability, which would maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible, including assumptions about risk and the risks inherent in the inputs of the valuation technique. The degree of judgment used in measuring the fair value of financial instruments generally correlates to the level of pricing observability. Pricing observability is impacted by a number of factors, including the type of financial instrument, whether the financial instrument is new to the market and not yet established and the characteristics specific to the transaction. Financial instruments with readily available active quoted prices for which fair value can be measured generally will have a higher degree of pricing observability and a lesser degree of judgment used in measuring fair value. Conversely, financial instruments rarely traded or not quoted will generally have less, or no, pricing observability and a higher degree of judgment used in measuring fair value. The Company’s financial assets and liabilities measured and reported at fair value are classified and disclosed in one of the following categories: • Level 1—Quoted prices are available in active markets for identical investments as of the reporting date. • Level 2—Pricing inputs are other than quoted prices in active markets, which are either directly or indirectly observable as of the reporting date, and fair value is determined through the use of models or other valuation methodologies. • Level 3—Pricing inputs are unobservable for the investment and include situations where there is little, if any, market activity for the investment. The inputs used in the determination of fair value require significant management judgment or estimation. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. Fair Value Measurements All of the Company’s investments are classified as available-for-sale and are carried at fair value. Assets measured at fair value were as follows ( in thousands January 28, January 30, 2017 2016 Level 1 Level 2 Total Level 1 Level 2 Total Cash equivalents Money market funds $ 2,510 $ — $ 2,510 $ 70 $ — $ 70 Commercial paper — 5,493 5,493 — 46,726 46,726 Total cash equivalents 2,510 5,493 8,003 70 46,726 46,796 Short-term investments Commercial paper — 34,534 34,534 — 15,488 15,488 Government agency obligations 2,553 105,590 108,143 22,011 93,302 115,313 Total short-term investments 2,553 140,124 142,677 22,011 108,790 130,801 Long-term investments Government agency obligations — 33,212 33,212 7,829 14,225 22,054 Total long-term investments — 33,212 33,212 7,829 14,225 22,054 Total $ 5,063 $ 178,829 $ 183,892 $ 29,910 $ 169,741 $ 199,651 The following table summarizes the amortized cost and estimated fair value of the available-for-sale securities within the Company’s investment portfolio based on stated maturities, which are recorded within cash and cash equivalents, short-term investments and long-term investments on the consolidated balance sheets ( in thousands January 28, January 30, 2017 2016 Cost Fair Value Cost Fair Value Range of maturity Due within 1 year $ 148,155 $ 148,170 $ 177,564 $ 177,527 Due in 1 to 2 years $ 33,238 $ 33,212 $ 22,033 $ 22,054 The Company invests excess cash primarily in investment-grade interest-bearing securities such as money market funds, certificates of deposit, commercial paper, government agency obligations and guaranteed obligations of the U.S. government, all of which are subject to minimal credit and market risks. The Company estimates the fair value of its commercial paper and U.S. government agency bonds by taking into consideration valuations obtained from third party pricing services. The pricing services utilize industry standard valuation models, including both income and market based approaches, for which all significant inputs are observable, either directly or indirectly, to estimate fair value. These inputs include reported trade dates of and broker/dealer quotes on the same or similar securities; issuer credit spreads; benchmark securities, prepayment/default projections based on historical data; and other observable inputs. There were no purchases, sales, issuances, or settlements related to recurring level 3 measurements during fiscal 2016 and fiscal 2015. There were no transfers into or out of level 1 and level 2 during fiscal 2016 and fiscal 2015. Available-for-sale marketable debt securities are reviewed periodically to identify possible other-than-temporary impairment. Although the Company had certain securities that were in a loss position as of January 28, 2017, the Company has no current requirement or intent to sell the securities in an unrealized loss position nor does it consider any of the unrealized losses to be credit losses. The Company expects to recover up to (or beyond) the initial cost of the investment for securities held. The available-for-sale securities in an unrealized loss position were in such a position for less than twelve months as of January 28, 2017. Fair Value of Financial Instruments Amounts reported as cash and equivalents, receivables, and accounts payable and accrued expenses approximate fair value. The estimated fair value and carrying value of the 2019 Notes and 2020 Notes (carrying value excludes the equity component of the 2019 Notes and 2020 Notes classified in stockholders’ equity) were as follows ( in thousands January 28, January 30, 2017 2016 Fair Value Carrying Value Fair Value Carrying Value Convertible senior notes due 2019 $ 295,381 $ 314,543 $ 257,624 $ 300,711 Convertible senior notes due 2020 $ 232,463 $ 239,876 $ 198,635 $ 224,887 The fair value of the 2019 Notes and 2020 Notes were determined based on inputs that are observable in the market or that could be derived from, or corroborated with, observable market data, including the trading price of the Company’s convertible notes, when available, the Company’s stock price and interest rates based on similar debt issued by parties with credit ratings similar to the Company (Level 2). As the Company’s debt obligations under the revolving line of credit are variable rate, there are no significant differences between the estimated fair value (level 2) and carrying value. |
Income Taxes
Income Taxes | 12 Months Ended |
Jan. 28, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | NOTE 13—INCOME TAXES The following is a summary of the income tax expense (benefit) ( in thousands Year Ended January 28, January 30, January 31, 2017 2016 2015 Current Federal $ 751 $ 55,676 $ 45,611 State 2,410 9,112 9,235 Foreign 694 227 (596 ) Total current tax expense 3,855 65,015 54,250 Deferred Federal 2,109 (5,691 ) 3,895 State (2,414 ) (648 ) (973 ) Foreign (397 ) 105 1 Total deferred tax expense (benefit) (702 ) (6,234 ) 2,923 Total income tax expense $ 3,153 $ 58,781 $ 57,173 A reconciliation of the federal statutory tax rate to the Company’s effective tax rate is as follows: Year Ended January 28, January 30, January 31, 2017 2016 2015 Provision at federal statutory tax rate 35.0 % 35.0 % 35.0 % State income taxes—net of federal tax impact 4.8 3.7 4.0 Donation of appreciated property (8.7 ) — — Meals and entertainment 5.0 0.2 0.2 Aircraft expenses 3.3 0.1 — Transaction costs 2.6 — — Other permanent items 2.8 0.1 0.1 Valuation allowance 0.9 — — Tax rate adjustments (5.8 ) 0.1 (0.4 ) Foreign income (4.2 ) (0.1 ) (0.3 ) Net adjustments to tax accruals and other 1.2 0.1 — Effective tax rate 36.9 % 39.2 % 38.6 % Significant components of the Company’s deferred tax assets and liabilities are as follows ( in thousands January 28, January 30, 2017 2016 Non-current deferred tax assets (liabilities) Stock-based compensation $ 37,804 $ 32,248 Inventory 37,198 29,430 Deferred lease credits 25,457 20,074 Accrued expense 18,024 18,964 Deferred revenue 1,887 1,800 Charitable contributions 1,877 — U.S. impact of Canadian transfer pricing 1,404 1,420 Net operating loss carryforwards 1,044 214 Property and equipment (32,396 ) (24,905 ) Prepaid expense and other (28,387 ) (17,956 ) Trademarks and domain names (28,345 ) (18,414 ) State tax benefit (4,143 ) (3,052 ) Convertible senior notes (3,867 ) (4,719 ) Other 1,669 1,793 Non-current deferred tax assets 29,226 36,897 Valuation allowance (760 ) (158 ) Net non-current deferred tax assets $ 28,466 $ 36,739 A reconciliation of the valuation allowance is as follows ( in thousands Year Ended January 28, January 30, January 31, 2017 2016 2015 Balance at beginning of fiscal year $ 158 $ 176 $ 206 Net changes in deferred tax assets and liabilities 602 (18 ) (30 ) Balance at end of fiscal year $ 760 $ 158 $ 176 The Company has recorded deferred tax assets and liabilities based upon estimates of their realizable value, such estimates are based upon likely future tax consequences. In assessing the need for a valuation allowance, the Company considers both positive and negative evidence related to the likelihood of realization of the deferred tax assets. If, based on the weight of available evidence, it is more likely than not that the deferred tax assets will not be realized, the Company records a valuation allowance. As of January 28, 2017, the Company no longer has a valuation allowance against its Shanghai net operating loss deferred tax assets as these losses have expired. The Company has a $0.8 million valuation allowance against its Waterworks U.K. operations net deferred tax assets as it believes that these assets will not be realized due to historical losses. As of January 28, 2017, the Company had state net operating loss carryovers of $0.8 million and foreign net operating loss carryovers of $5.0 million. The state net operating loss carryovers will begin to expire in 2019, and the foreign net operating loss carryovers have an indefinite carryforward. Internal Revenue Code Section 382 and similar state rules place a limitation on the amount of taxable income which can be offset by net operating loss carryforwards after a change in ownership (generally greater than 50% change in ownership). The Company cannot give any assurances that it will not undergo an ownership change in the future resulting in further limitations on utilization of net operating losses. A reconciliation of the exposures related to unrecognized tax benefits is as follows ( in thousands Year Ended January 28, January 30, January 31, 2017 2016 2015 Balance at beginning of fiscal year $ 921 $ 940 $ 1,395 Gross increases (decreases)—prior period tax positions 53 (88 ) (122 ) Gross increases—current period tax positions 1,216 69 — Lapses in statute of limitations — — (333 ) Balance at end of fiscal year $ 2,190 $ 921 $ 940 As of January 28, 2017, the Company has $2.2 million of unrecognized tax benefits, of which $1.4 million would reduce income tax expense and the effective tax rate, if recognized. The remaining unrecognized tax benefits would offset other deferred tax assets, if recognized. As of January 28, 2017, 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 asset accounts 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 $0.3 million and $0.2 million associated with exposures as of January 28, 2017, and January 30, 2016, respectively. This Company is subject to tax in the United States, Canada, the U.K., Shanghai and Hong Kong. The Company could be subject to United States federal and state tax examinations for years 2002 forward. There are no United States tax examinations currently in progress. The Company may also be subject to audits in Canada for years 2009 and forward, and in the U.K. for years 2015 forward. |
Net Income Per Share
Net Income Per Share | 12 Months Ended |
Jan. 28, 2017 | |
Earnings Per Share [Abstract] | |
Net Income Per Share | NOTE 14—NET INCOME PER SHARE The weighted-average shares used for net income per share is as follows: Year Ended January 28, January 30, January 31, 2017 2016 2015 Weighted-average shares—basic 40,691,483 40,190,448 39,457,491 Effect of dilutive stock-based awards 235,357 2,066,111 1,920,719 Weighted-average shares—diluted 40,926,840 42,256,559 41,378,210 The following number of options and restricted stock units were excluded from the calculation of diluted net income per share because their inclusion would have been anti-dilutive: Year Ended January 28, January 30, January 31, 2017 2016 2015 Options 7,243,697 522,390 1,009,157 Restricted stock units 609,676 12,916 4,253 Total anti-dilutive stock-based awards 7,853,373 535,306 1,013,410 |
Share Repurchases Under Equity
Share Repurchases Under Equity Plans | 12 Months Ended |
Jan. 28, 2017 | |
Equity [Abstract] | |
Share Repurchases Under Equity Plans | NOTE 15—SHARE REPURCHASES UNDER EQUITY PLANS 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. The repurchases are settled with the issuance of promissory notes that bear interest, which is paid annually. The Company did not repurchase any shares or issue any promissory notes in fiscal 2016. The Company’s Year Ended January 30, January 31, 2016 2015 Shares repurchased 2,625 251,910 Fair value at purchase price (in thousands) $ 238 $ 16,575 Weighted-average interest rate 3 % 5 % Weighted-average term 7 years 8 years As of January 28, 2017 and January 30, 2016, the aggregate unpaid principal amount of the notes payable for share repurchases of $19.4 million and $19.5 million, respectively, is included in other non-current obligations on the consolidated balance sheets. In fiscal 2016, fiscal 2015 and fiscal 2014, the Company recorded interest expense on the outstanding notes of $1.0 million, $1.0 million and $0.9 million, respectively. |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
Jan. 28, 2017 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock-Based Compensation | NOTE 16—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 consolidated statements of income. The Company recorded stock-based compensation expense of $29.2 million, $24.2 million and $17.1 million in fiscal 2016, fiscal 2015 and fiscal 2014, respectively. No stock-based compensation cost has been capitalized in the accompanying consolidated financial statements. 2012 Stock Incentive Plan and 2012 Stock Option Plan The Restoration Hardware 2012 Stock Incentive Plan (the “Stock Incentive Plan”) was adopted on November 1, 2012. The Stock Incentive Plan provides for the grant of incentive stock options to the Company’s employees, non-qualified stock options, stock appreciation rights, restricted stock, restricted stock units, dividend equivalent rights, cash-based awards and any combination thereof to the Company’s employees, directors and consultants and the Company’s parent and subsidiary corporations’ employees, directors and consultants. The Restoration Hardware 2012 Stock Option Plan (the “Option Plan”) was adopted on November 1, 2012 and on such date 6,829,041 fully vested options were granted under this plan to certain of the Company’s employees and advisors. Aside from these options granted on November 1, 2012, no other awards will be granted under the Option Plan. As of January 30, 2016, there were a total of 2,151,580 shares issuable under the Stock Incentive Plan. On February 1, 2016, an additional 811,666 shares became issuable under the Stock Incentive Plan in accordance with the Stock Incentive Plan evergreen provision, increasing the total number of shares issuable under the Stock Incentive Plan to 2,963,246. Awards under the plans reduce the number of shares available for future issuance. Cancellations and forfeitures of awards previously granted under the Stock Incentive Plan increase the number of shares available for future issuance. Cancellations and forfeitures of awards previously granted under the Option Plan are immediately retired and are no longer available for future issuance. The number of shares available for future issuance under the Stock Incentive Plan as of January 28, 2017 was 415,530. Shares issued as a result of award exercises under the Stock Incentive Plan and Option Plan and will be funded with the issuance of new shares. On January 30, 2017, an additional 816,573 shares became issuable under the Stock Incentive Plan in accordance with the Stock Incentive Plan evergreen provision. 2012 Stock Incentive Plan and 2012 Stock Option Plan — A summary of stock option activity under the Option Plan and the Stock Incentive Plan for fiscal 2016 is as follows: Options Weighted-Average Exercise Price Outstanding—January 30, 2016 6,535,573 $ 55.71 Granted 3,062,234 35.82 Exercised (175,585 ) 28.61 Cancelled (948,563 ) 56.47 Outstanding—January 28, 2017 8,473,659 $ 49.00 The fair value of stock options issued was estimated on the date of grant using the following assumptions: Year Ended January 28, January 30, January 31, 2017 2016 2015 Expected volatility 44.9 % 37.7 % 39.7 % Expected life (years) 6.5 6.5 6.5 Risk-free interest rate 1.4 % 1.8 % 2.0 % Dividend yield — — — A summary of additional information about stock options is as follows: Year Ended January 28, January 30, January 31, 2017 2016 2015 Weighted-average fair value per share of stock options granted $ 15.88 $ 36.43 $ 26.92 Aggregate intrinsic value of stock options exercised (in thousands) $ 1,238 $ 32,590 $ 62,015 Fair value of stock options vested (in thousands) $ 13,726 $ 8,611 $ 2,246 Information about stock options outstanding, vested or expected to vest, and exercisable as of January 28, 2017 is as follows: Options Outstanding Options Exercisable Range of Exercise Prices Number of Options Weighted- Average Remaining Contractual Life (in years) Weighted- Average Exercise Price Number of Options Weighted- Average Exercise Price $24.00 - $25.39 924,715 8.74 $ 25.13 170,215 $ 24.00 $25.88 - $39.42 1,449,833 8.13 32.48 760,083 31.09 $44.52 - $46.50 3,885,426 6.57 46.04 2,976,826 46.50 $56.27 - $69.64 637,415 7.15 61.60 221,710 61.78 $75.43 - $101.84 1,576,270 7.03 80.38 1,141,359 76.89 Total 8,473,659 7.20 $ 49.00 5,270,193 $ 50.77 Vested or expected to vest 7,950,844 7.08 $ 49.37 The aggregate intrinsic value of options outstanding, options vested or expected to vest, and options exercisable as of January 28, 2017 was $0.9 million, $0.8 million, and $0.4 million, respectively. Stock options exercisable as of January 28, 2017 had a weighted-average remaining contractual life of 6.17 years. The Company recorded stock-based compensation expense for stock options of $16.3 million, $10.4 million and $6.9 million in fiscal 2016, fiscal 2015 and fiscal 2014, respectively. As of January 28, 2017, the total unrecognized compensation expense related to unvested options was $44.5 million, which is expected to be recognized on a straight-line basis over a weighted-average period of 3.88 years. 2012 Stock Incentive Plan — The Company grants restricted stock awards, which include restricted stock and restricted stock units, to its employees and members of its Board of Directors. A summary of restricted stock award activity for fiscal 2016 is as follows: Awards Weighted-Average Grant Date Fair Value Intrinsic Value Outstanding—January 30, 2016 805,915 $ 73.11 Granted 864,367 40.18 Released (173,458 ) 64.68 Cancelled (378,805 ) 59.65 $ 29,169,116 Outstanding—January 28, 2017 1,118,019 $ 53.52 A summary of additional information about restricted stock awards is as follows: Year Ended January 28, January 30, January 31, 2017 2016 2015 Weighted-average fair value per share of awards granted $ 40.18 $ 90.14 $ 63.59 Grant date fair value of awards released (in thousands) $ 5,170 $ 12,223 $ 6,172 The Company recorded stock-based compensation expense for restricted stock awards of $12.6 million, $13.8 million and $10.2 million in fiscal 2016, fiscal 2015 and fiscal 2014, respectively. As of fiscal 2016, the total unrecognized compensation expense related to unvested restricted stock awards was $39.4 million, which is expected to be recognized on a straight-line basis over a weighted-average period of 3.69 years. 2012 Stock Incentive Plan Grant to Waterworks Associates On May 27, 2016, the date of the Company’s acquisition of Waterworks, the Company granted stock options to certain Waterworks associates under the Stock Incentive Plan to purchase 322,784 shares of its common stock, with an exercise price of $33.54 per share, which is equal to the closing price of the Company’s common stock on the date of grant. These options are fully vested as of the date of grant but any shares issued upon exercise of such options will be subject to selling restrictions which are scheduled to lapse in five equal installments on the first, second, third, fourth and fifth anniversaries of the grant date. The fully vested options resulted in a one-time non-cash stock-based compensation charge of $3.7 million in fiscal 2016, which is included in the $16.3 million stock-based compensation expense for stock options recorded in fiscal 2016 discussed above. Rollover Units In connection with the acquisition of Waterworks, $1.5 million rollover units in the Waterworks subsidiary (the “Rollover Units”) were recorded as part of the transaction. The Rollover Units are subject to the terms of the Waterworks LLC agreement, including redemption rights at an amount equal to the greater of (i) the $1.5 million remitted as consideration in the business combination or (ii) an amount based on the percentage interest represented in the overall valuation of the Waterworks subsidiary (the “Appreciation Rights”). The Appreciation Rights are measured at fair value and are subject to fair value measurements during the expected life of the Rollover Units, with changes to fair value recorded in the consolidated statements of income. The fair value of the Appreciation Rights is determined based on an option pricing method (“OPM”). The Company did not record any expense related to the Appreciation Rights during fiscal 2016. As of January 28, 2017, the liability associated with the Rollover Units and related Appreciation Rights was $1.5 million, which is included in other non-current obligations on the consolidated balance sheets. Profit Interests In connection with the acquisition of Waterworks, profit interests units in the Waterworks subsidiary (the “Profit Interests”) were issued to certain Waterworks associates. The Profit Interests are measured at their grant date fair value and expensed on a straight-line basis over their expected life, or five years. The Profit Interests are subject to fair value measurements during their expected life, with changes to fair value recorded in the consolidated statements of income. The fair value of the Profit Interests is determined based on an OPM. The Company recorded $0.3 million related to the Profit Interests in fiscal 2016, which is included in selling, general and administrative expenses on the consolidated statements of income. As of January 28, 2017, the liability associated with the Profit Interests was $0.3 million, which is included in other non-current obligations on the consolidated balance sheets. |
Employee Benefit Plans
Employee Benefit Plans | 12 Months Ended |
Jan. 28, 2017 | |
Postemployment Benefits [Abstract] | |
Employee Benefit Plans | NOTE 17—EMPLOYEE BENEFIT PLANS The Company has a 401(k) plan for its employees who meet certain service and age requirements. Participants may contribute up to 50% of their salaries limited to the maximum allowed by the Internal Revenue Service regulations. The Company, at its discretion, may contribute funds to the 401(k) plan. The Company made no contributions to the 401(k) plan during fiscal 2016, fiscal 2015, or fiscal 2014. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Jan. 28, 2017 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | NOTE 18—RELATED PARTY TRANSACTIONS Aircraft Time Sharing Agreement On March 29, 2016, Restoration Hardware, Inc., a wholly-owned subsidiary of the Company entered into an Amended and Restated Aircraft Time Sharing Agreement (the “Time Sharing Agreement”) with Gary Friedman, its Chief Executive Officer. The Time Sharing Agreement governs use of any of the Company’s aircraft (“Corporate Aircraft”) by Mr. Friedman for personal trips and provides that Mr. Friedman will lease such Corporate Aircraft and pay Restoration Hardware, Inc. an amount equal to the aggregate actual expenses of each personal use flight based on the variable costs of the flight, with the amount of such lease payments not to exceed the maximum payment level established under the Federal Aviation Administration rules. Mr. Friedman maintains a deposit with the Company, to be used towards payment of amounts due under the Time Sharing Agreement. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Jan. 28, 2017 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | NOTE 19—COMMITMENTS AND CONTINGENCIES Leases The Company leases certain property consisting of retail and outlet stores, corporate offices, distribution centers and equipment. A majority of the Company’s leases expire at various dates through fiscal 2032. The Company has a lease for one Gallery location that expires in fiscal 2058. The stores, distribution centers and corporate office leases generally provide that the Company assumes the maintenance and all or a portion of the property tax obligations on the leased property. Most store leases also provide for minimum annual rent payments, with provisions for additional rent based on a percentage of sales, after meeting certain sales thresholds, and for payment of certain expenses. The aggregate future minimum rent payments under leases in effect as of January 28, 2017, are as follows ( in thousands Lease agreements accounted for as: Capital Leases (1) Operating Leases Build-to-Suit Total 2017 $ 1,216 $ 89,776 $ 31,971 $ 122,963 2018 1,140 81,534 36,634 119,308 2019 1,159 71,154 40,119 112,432 2020 1,199 61,834 40,776 103,809 2021 1,219 52,660 42,014 95,893 Thereafter 9,155 326,333 605,868 941,356 Minimum lease commitments 15,088 $ 683,291 $ 797,382 $ 1,495,761 Less—amount representing interest (7,579 ) Present value of capital lease obligations 7,509 Less—current capital lease obligations (267 ) Non-current capital lease obligations $ 7,242 (1) The current and non-current capital lease obligations are included in other current liabilities and other non-current obligations, respectively, on the consolidated balance sheets. Lease payments that depend on factors that are not measurable at the inception of the lease, such as future sales volume, represent contingent rent expense and are excluded from minimum lease payments and included in the determination of total rent expense when it is probable that the expense has been incurred and the amount is reasonably estimable. Future payments for insurance, real estate taxes and repair and maintenance to which the Company is obligated are excluded from minimum lease payments. Minimum rent payments and contingent rent expense under lease agreements accounted for as operating leases as build-to-suit lease transactions are as follows ( in thousands Year Ended January 28, January 30, January 31, 2017 2016 2015 Lease agreements accounted for as operating leases Minimum rent $ 87,520 $ 76,246 $ 75,654 Contingent rent 7,140 10,209 7,989 Total operating leases $ 94,660 $ 86,455 $ 83,643 Lease agreements accounted for as build-to-suit lease transactions (1) Minimum rent $ 16,066 $ 12,755 $ 7,375 Contingent rent 726 442 122 Total build-to-suit lease transactions $ 16,792 $ 13,197 $ 7,497 (1) As described in Note 3— Significant Accounting Policies In addition to the above, non-cash rent expense recognized within the consolidated statements of income was $1.2 million, $2.9 million and $2.9 million in fiscal 2016, fiscal 2015 and fiscal 2014, respectively, which represents the straight-line impact and amortization of tenant allowances under operating leases and land rent expense recorded for build-to-suit lease transactions prior to cash payments occurring under the leases. Commitments The Company had no material off balance sheet commitments as of January 28, 2017. 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 January 28, 2017, 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 consolidated financial statements. City of Miami General Employees’ Retirement Trust et al v. RH; Errichiello v. RH and Errichiello v. RH On February 2, 2017, City of Miami General Employees’ & Sanitation Employees’ Retirement Trust filed a class action complaint in the United States District Court, Northern District of California, against RH, Gary Friedman, and Karen Boone. On March 16, 2017, Peter J. Errichiello, Jr. filed a similar class action complaint in the same forum and against the same parties. The complaints allege, among other things, purported claims alleging fraud in connection with alleged misstatements under sections 10(b) and 20(a) of the Securities Exchange Act of 1934. Both complaints purport to make claims on behalf of a class of purchasers of RH common stock from March 26, 2015 to June 8, 2016. The alleged misstatements relate to forward looking statements regarding the roll out of the RH Modern product line. Neither the Company nor the individual defendants have been served with either lawsuit. The claims are currently at a very early stage. While the outcome of litigation is inherently uncertain, the Company and its officers intend to vigorously defend the claims and believe the complaints lack merit. Hernandez v. Restoration Hardware 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. 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. As a result of the appeal, the judgment was stayed until January 10, 2015. The appeal remains pending but the judgment is enforceable. As a result of these developments, during fiscal 2014, the Company recorded a $9.5 million charge related to this matter that was subsequently decreased to approximately $8 million. The decrease of approximately $1.5 million was based on a revision of estimated class member response. On March 16, 2015, the Company, through the third party claims administrator, began mailing the class action award to class members. The Company, through the third party claims administrator, paid approximately $2.4 million in cash awards to the class members and mailed 33% discount coupons, good for one year, on purchases up to $10,000, to class members that did not request the cash award. During a hearing on April 16, 2015, the Court provided additional guidance regarding the manner in which class members can use the 33% merchandise discount coupon. Specifically, the court ordered that the 33% coupons may be combined with the Company’s other promotional offers. The coupons expired on March 16, 2016. On April 5, 2016, the Company provided an accounting of satisfaction of judgment to the Court, which the Court has approved. |
Segment Reporting
Segment Reporting | 12 Months Ended |
Jan. 28, 2017 | |
Segment Reporting [Abstract] | |
Segment Reporting | NOTE 20—SEGMENT REPORTING The Company defines reportable and operating segments on the same basis that it uses to evaluate performance internally by the Chief Operating Decision Maker (the “CODM”). The Company has determined that the Chief Executive Officer is its CODM. As of January 28, 2017, the Company had two operating segments: RH Segment and Waterworks. The two operating segments include all sales channels accessed by the Company’s customers, including sales through catalogs, sales through the Company’s websites, sales through stores, and sales through the commercial channel. The Company’s two operating segments are strategic business units that offer products for the home furnishings customer. While RH Segment and Waterworks have shared management and customer base, the Company has determined that their results cannot be aggregated as they do not share similar economic characteristics, as well as due to other quantitative factors. The Company uses operating income to evaluate segment profitability. Operating income is defined as net income before interest expense—net and income taxes. Prior to the Waterworks acquisition, the Company had one reportable segment. As the Company’s acquisition of Waterworks was completed on May 27, 2016, reportable segment financial information presented below is only for fiscal 2016 and reflects a partial year of performance for Waterworks acquisition. Segment Information The following table presents the metrics reviewed by the CODM to evaluate performance internally as of and for the year ended January 28, 2017 (in thousands) RH Segment Waterworks Total Net revenues $ 2,060,044 $ 74,827 $ 2,134,871 Gross profit 656,191 23,596 679,787 Depreciation and amortization 54,480 2,515 56,995 Goodwill 124,374 49,229 173,603 Trademarks and domain names 48,524 52,100 100,624 Total assets 2,040,346 152,174 2,192,520 The Company uses segment operating income to evaluate segment performance and allocate resources. The Company believes it is appropriate to disclose this measure to help investors analyze segment performance and trends. Segment operating income excludes (i) product line impairments, (ii) charges incurred for the estimated cumulative impact of coupons redeemed in connection with a legal claim, (iii) non-cash amortization of the inventory fair value adjustment recorded in connection with the acquisition of Waterworks, (iv) costs associated with a reorganization, which include severance costs and related taxes, partially offset by a reversal of stock-based compensation expense related to unvested equity awards, (v) impairment recorded due to the Company committing to a plan to sell its in connection with the acquisition of Waterworks and (viii) The following table shows segment operating income and income before tax for the year ended January 28, 2017 ( in thousands Operating income: RH Segment $ 105,274 Waterworks (2,360 ) Product line impairments (12,743 ) Legal claim (8,701 ) Impact of inventory step-up (6,835 ) Reorganization related costs (5,698 ) Aircraft impairment (4,767 ) Recall accrual (4,615 ) Non-cash compensation (3,672 ) Acquisition related costs (2,847 ) Operating income 53,036 Interest expense—net 44,482 Income before tax $ 8,554 The Company classifies its sales into furniture and non-furniture product lines. Furniture includes both indoor and outdoor furniture. Non-furniture includes lighting, textiles, fittings, fixtures, surfaces, accessories and home décor. Net revenues in each category were as follows ( in thousands Year Ended January 28, January 30, January 31, 2017 2016 2015 Furniture $ 1,334,526 $ 1,295,486 $ 1,116,351 Non-furniture 800,345 813,520 751,071 Total net revenues $ 2,134,871 $ 2,109,006 $ 1,867,422 The Company is domiciled in the United States and primarily operates its retail and outlet stores in the United States. As of January 28, 2017, the Company operates 5 retail and 2 outlet stores in Canada and 1 retail store in the U.K. Revenues from Canadian and U.K. operations, and the long-lived assets in Canada and the U.K., 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 fiscal 2016, fiscal 2015, or fiscal 2014. |
Selected Quarterly Financial Da
Selected Quarterly Financial Data | 12 Months Ended |
Jan. 28, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |
Selected Quarterly Financial Data | NOTE 21—SELECTED QUARTERLY FINANCIAL DATA (UNAUDITED) Quarterly financial data for fiscal 2016 and fiscal 2015 are set forth below ( in thousands, except share and per share amounts Three Months Ended April 30, July 30, October 29, January 28, Fiscal 2016 2016 2016 2016 2017 Net revenues $ 455,456 $ 543,381 $ 549,328 $ 586,706 Gross profit 127,475 179,839 175,819 196,654 Net income (loss) (13,470 ) 6,918 2,517 9,436 Weighted-average shares used in computing basic net income (loss) per share 40,588,081 40,646,124 40,730,059 40,803,626 Basic net income (loss) per share $ (0.33 ) $ 0.17 $ 0.06 $ 0.23 Weighted-average shares used in computing diluted net income (loss) per share 40,588,081 40,820,495 40,926,450 41,000,760 Diluted net income (loss) per share $ (0.33 ) $ 0.17 $ 0.06 $ 0.23 Three Months Ended May 2, August 1, October 31, January 30, Fiscal 2015 2015 2015 2015 2016 Net revenues $ 422,445 $ 506,942 $ 532,411 $ 647,208 Gross profit 143,418 194,263 190,750 224,261 Net income 7,156 29,935 20,710 33,302 Weighted-average shares used in computing basic net income per share 39,913,946 40,045,850 40,282,734 40,522,242 Basic net income per share $ 0.18 $ 0.75 $ 0.51 $ 0.82 Weighted-average shares used in computing diluted net income per share 41,959,718 42,243,910 42,413,657 42,225,070 Diluted net income per share $ 0.17 $ 0.71 $ 0.49 $ 0.79 |
Subsequent Event
Subsequent Event | 12 Months Ended |
Jan. 28, 2017 | |
Subsequent Events [Abstract] | |
Subsequent Event | NOTE 22—SUBSEQUENT EVENT On February 21, 2017, the Company’s Board of Directors authorized a stock repurchase program of up to $300 million (the “Repurchase Program”). The Company may purchase shares on a discretionary basis from time to time through open market purchases, privately negotiated transactions or other means, including through Rule 10b5-1 trading plans or through the use of other techniques such as accelerated share repurchases. The timing and amount of any transactions will be subject to the discretion of the Company based upon market conditions and other opportunities that it may have for the use or investment of its cash balances. The Repurchase Program has no expiration date, does not require the purchase of any minimum number of shares and may be suspended, modified or discontinued at any time without prior notice. As of March 24, 2017, the Company has purchased approximately 4.9 million shares of its common stock under the Repurchase Program for $171.5 million. |
Organization (Policies)
Organization (Policies) | 12 Months Ended |
Jan. 28, 2017 | |
Accounting Policies [Abstract] | |
Nature of Business | RH, 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 child and teen furnishings. These products are sold through the Company’s stores, catalogs and websites. On May 27, 2016, the Company acquired a controlling interest in Design Investors WW Acquisition Company, LLC, which owns the business operating under the name “Waterworks”. Refer to Note 4— Business Combination As of January 28, 2017, the Company operated a total of 85 retail Galleries and 28 outlet stores in 32 states, the District of Columbia and Canada, which includes 15 Waterworks showrooms in the United States and in the U.K., and had sourcing operations in Shanghai and Hong Kong. |
Basis of Presentation | Basis of Presentation These consolidated financial statements are prepared in conformity with accounting principles generally accepted in the United States (“GAAP”). The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. Accordingly, all intercompany balances and transactions have been eliminated through the consolidation process. |
Revisions | Revisions During the fourth quarter of fiscal 2016, management determined that the Company had incorrectly reported negative cash balances due to outstanding checks in the accounts payable and accrued expenses financial statement line item in its consolidated balance sheets without properly applying the limited right of offset against cash and cash equivalents in accordance with ASC 210 — Balance Sheet The Company assessed the materiality of these misstatements on prior periods ’ — Materiality — Presentation of Financial Statements — Considering the Effects of Prior Year Misstatements when Quantifying Misstatements in Current Year Financial Statements T he revision decreased cash and cash equivalents and accounts payable and accrued expenses by $18.4 million as of January 30, 2016. The revisions decreased cash and cash equivalents and accounts payable and accrued expenses by $2.5 million, $0.5 million and $8.3 million as of April 30, 2016, July 30, 2016 and October 29, 2016, respectively. The following are selected line items from the Company’s condensed consolidated balance sheets and condensed consolidated statements of cash flows illustrating the effect of the corrections (in thousands): Condensed Consolidated Balance Sheets January 30, 2016 As Reported Adjustment As Revised Cash and cash equivalents $ 349,897 $ (18,430 ) $ 331,467 Total current assets 1,313,677 (18,430 ) 1,295,247 Total assets 2,086,374 (18,430 ) 2,067,944 Accounts payable and accrued expenses 280,714 (18,430 ) 262,284 Total current liabilities 452,555 (18,430 ) 434,125 Total liabilities 1,200,214 (18,430 ) 1,181,784 Condensed Consolidated Statements of Cash Flows Year Ended January 30, 2016 January 31, 2015 As Reported Adjustment As Revised As Reported Adjustment As Revised Cash flows from operating activities: Change in accounts payable and accrued expenses $ 44,378 $ (15,182 ) $ 29,196 $ 25,470 $ (3,248 ) $ 22,222 Net cash provided by operating activities 141,886 (15,182 ) 126,704 82,491 (3,248 ) 79,243 Cash and cash equivalents: Beginning of period 148,934 (3,248 ) 145,686 13,389 — 13,389 End of period 349,897 (18,430 ) 331,467 148,934 (3,248 ) 145,686 The following are selected line items from the Company’s unaudited condensed consolidated balance sheets and unaudited condensed consolidated statements of cash flows illustrating the effect of the corrections (in thousands) Unaudited Condensed Consolidated Balance Sheets April 30, 2016 As Reported Adjustment As Revised Cash and cash equivalents $ 237,156 $ (2,488 ) $ 234,668 Total current assets 1,244,435 (2,488 ) 1,241,947 Total assets 2,051,008 (2,488 ) 2,048,520 Accounts payable and accrued expenses 248,971 (2,488 ) 246,483 Total current liabilities 406,937 (2,488 ) 404,449 Total liabilities 1,171,480 (2,488 ) 1,168,992 Unaudited Condensed Consolidated Balance Sheets July 30, 2016 As Reported Adjustment As Revised Cash and cash equivalents $ 37,677 $ (514 ) $ 37,163 Total current assets 1,149,164 (514 ) 1,148,650 Total assets 2,088,641 (514 ) 2,088,127 Accounts payable and accrued expenses 222,812 (514 ) 222,298 Total current liabilities 405,249 (514 ) 404,735 Total liabilities 1,195,683 (514 ) 1,195,169 Unaudited Condensed Consolidated Balance Sheets October 29, 2016 As Reported Adjustment As Revised Cash and cash equivalents $ 55,426 $ (8,291 ) $ 47,135 Total current assets 1,151,804 (8,291 ) 1,143,513 Total assets 2,156,301 (8,291 ) 2,148,010 Accounts payable and accrued expenses 231,079 (8,291 ) 222,788 Total current liabilities 419,421 (8,291 ) 411,130 Total liabilities 1,254,123 (8,291 ) 1,245,832 Unaudited Condensed Consolidated Statements of Cash Flows Three Months Ended April 30, 2016 Six Months Ended July 30, 2016 Nine Months Ended October 29, 2016 As Reported Adjustment As Revised As Reported Adjustment As Revised As Reported Adjustment As Revised Cash flows from operating activities: Change in accounts payable and accrued expenses $ (30,546 ) $ 15,942 $ (14,604 ) $ (81,399 ) $ 17,916 $ (63,483 ) $ (73,574 ) $ 10,139 $ (63,435 ) Net cash used in operating activities (106,292 ) 15,942 (90,350 ) (91,565 ) 17,916 (73,649 ) (29,124 ) 10,139 (18,985 ) Cash and cash equivalents: Beginning of period 349,897 (18,430 ) 331,467 349,897 (18,430 ) 331,467 349,897 (18,430 ) 331,467 End of period 237,156 (2,488 ) 234,668 37,677 (514 ) 37,163 55,426 (8,291 ) 47,135 |
Fiscal Years | Fiscal Years The Company’s fiscal year ends on the Saturday closest to January 31. As a result, the Company’s fiscal year may include 53 weeks. The fiscal years ended January 28, 2017 (“fiscal 2016”), January 30, 2016 (“fiscal 2015”) and January 31, 2015 (“fiscal 2014”) each consisted of 52 weeks. The Company’s next 53-week fiscal year is the fiscal year ended February 3, 2018. |
Use of Accounting Estimates | Use of Accounting Estimates The preparation of the Company’s consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates and such differences could be material to the consolidated financial statements. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all highly liquid investments with original maturities of 90 days or less to be cash equivalents. |
Investments | Investments All of the Company’s investments are classified as available-for-sale and are carried at fair value. The Company invests excess cash primarily in investment-grade interest-bearing securities such as money market funds, certificates of deposit, commercial paper, government agency obligations and guaranteed obligations of the U.S. government, all of which are subject to minimal credit and market risks. Investments that have an original maturity of 91 days or more at the date of purchase and a current maturity of less than one year are classified as short-term investments, while investments with a current maturity of more than one year are classified as long-term investments. Fair value is determined based on quoted market rates when observable or utilizing data points that are observable, such as quoted prices, interest rates and yield curves. The cost of available-for-sale marketable securities sold is based on the specific identification method. Unrealized holding gains and losses, net of tax, are recorded in accumulated other comprehensive loss on the consolidated statements of stockholders’ equity until realized. Realized gains and losses, interest income, dividends, and amortization and accretion of purchase premiums and discounts on investments are included in interest expense on the consolidated statements of income. Total interest income and accretion of purchase discounts on investments were $2.3 million and $0.3 million in fiscal 2016, respectively. Total amortization of purchase premiums on investments was $1.3 million in fiscal 2016. Total interest income and accretion of purchase discounts on investments were $1.5 million and $0.1 million in fiscal 2015, respectively. Total amortization of purchase premiums on investments was $1.2 million in fiscal 2015. Realized gains and losses were not material in fiscal 2016 and fiscal 2015. The Company did not record any dividends in fiscal 2016 and fiscal 2015. |
Concentration of Credit Risk | Concentration of Credit Risk The Company maintains its cash and cash equivalent accounts in financial institutions in both U.S. dollar and Canadian dollar denominations. Accounts at the U.S. institutions are insured by the Federal Deposit Insurance Corporation (“FDIC”) up to $250,000 and accounts at the Canadian institutions are insured by the Canada Deposit Insurance Corporation (“CDIC”) up to $100,000 Canadian dollars. As of January 28, 2017 and January 30, 2016, and at various time throughout these fiscal years, the Company had cash in financial institutions in excess of the amount insured by the FDIC and CDIC. The Company performs ongoing evaluations of these institutions to limit its concentration of credit risk. |
Accounts Receivable | Accounts Receivable Accounts receivable consist primarily of receivables from the Company’s credit card processors for sales transactions, receivables related to our contract business and other miscellaneous receivables. Accounts receivable is presented net of allowance for doubtful accounts, which is recorded on a specific identification basis. The allowance for doubtful accounts was $2.4 million and $2.3 million as of January 28, 2017 and January 30, 2016, respectively. |
Merchandise Inventories | Merchandise Inventories The Company’s merchandise inventories are comprised of finished goods and are carried at the lower of cost or market, with cost determined on a weighted-average cost method and market determined based on the estimated net realizable value. To determine if the value of inventory should be marked down below original cost, the Company considers current and anticipated demand, customer preference and the merchandise age. The inventory value is adjusted periodically to reflect current market conditions, which requires management judgments that may significantly affect the ending inventory valuation, as well as gross margin. The significant estimates used in inventory valuation are obsolescence (including excess and slow-moving inventory and lower of cost or market reserves) and estimates of inventory shrinkage. The Company adjusts its inventory for obsolescence based on historical trends, aging reports, specific identification and its estimates of future retail sales prices. Reserves for shrinkage are estimated and recorded throughout the period as a percentage of shipped sales based on historical shrinkage results and current inventory levels. Actual shrinkage is recorded throughout the year based upon periodic cycle counts and the results of the Company’s annual physical inventory count. Actual inventory shrinkage and obsolescence can vary from estimates due to factors including the mix of the Company’s inventory (which ranges from large furniture to decorative accessories) and execution against loss prevention initiatives in the Company’s stores, distribution centers, off-site storage locations and with its third-party transportation providers. Due to these factors, the Company’s obsolescence and shrinkage reserves contain uncertainties. Both estimates have calculations that require management to make assumptions and to apply judgment regarding a number of factors, including market conditions, the selling environment, historical results and current inventory trends. If actual obsolescence or shrinkage estimates change from the Company’s original estimates, the Company will adjust its inventory reserves accordingly throughout the period. Management does not believe that changes in the assumptions used in these estimates would have a significant effect on the Company’s net income or inventory balances. The Company’s inventory reserve balances were $33.2 million and $19.3 million as of January 28, 2017 and January 30, 2016, respectively. |
Product Recalls | Product Recalls In fiscal 2016, the Company recorded a $4.6 million charge related to the recall of certain products. The charge reduced net revenues by $3.5 million and resulted in cost of goods sold of $0.5 million and selling, general and administrative expenses of $0.6 million. The product recall accrual as of January 28, 2017 was $4.3 million and is included in other current liabilities on the consolidated balance sheets. |
Advertising Expenses | Advertising Expenses Advertising expenses primarily represent the costs associated with the Company’s catalog mailings, as well as print and website marketing. Total advertising expense, which is recorded in selling, general and administrative expenses on the consolidated statements of income, was $79.8 million, $107.7 million, and $114.7 million in fiscal 2016, fiscal 2015, and fiscal 2014, respectively. Capitalized Catalog Costs Capitalized catalog costs consist primarily of third-party incremental direct costs to prepare, print and distribute Source Books. Such costs are capitalized and amortized over their expected period of future benefit. Such amortization is based upon the ratio of actual revenues to the total of actual and estimated future revenues on an individual Source Book basis. Estimated future revenues are based upon various factors such as the total number of Source Books and pages circulated, the probability and magnitude of consumer response and the merchandise assortment offered. Each Source Book is generally fully amortized within a twelve-month period after they are mailed and the majority of the amortization occurs within the first five to nine months, with the exception of the Holiday Source Books, which are generally fully amortized within a three-month period after they are mailed. Capitalized catalog costs are evaluated for realizability on a regular basis by comparing the carrying amount associated with each Source Book to the estimated probable remaining future sales associated with that Source Book. The Company’s catalog amortization calculation requires management to make assumptions and to apply judgment regarding a number of factors, including market conditions, the selling environment and the probability and magnitude of consumer response to certain Source Books and merchandise assortment offered. If actual revenues associated with the Company’s Source Books differ from its original estimates, the Company adjusts its catalog amortization schedules accordingly. Management does not believe that changes in the assumptions used in these estimates would have a significant effect on the Company’s net income as changes in the assumptions do not impact the total cost of the Source Books to be amortized. However, changes in the assumptions could impact the timing of the future catalog amortization expense recorded to the consolidated statements of income. The Company had $61.3 million and $35.8 million of capitalized catalog costs that are included in prepaid expense and other current assets on the consolidated balance sheets as of January 28, 2017, and January 30, 2016, respectively. The increase in capitalized catalog costs, as of January 28, 2017, is primarily due to the change in the timing of distribution of the Interiors Source Book, which was circulated in Spring 2015 and was circulated in Fall 2016 for fiscal 2016. Website and Print Advertising Website and print advertising expenses, which include e-commerce advertising, web creative content and direct marketing activities such as print media, radio and other media advertising, are expensed as incurred or upon the release of the content or the initial advertisement. |
Property and Equipment | Property and Equipment Property and equipment is recorded at cost, net of accumulated depreciation and amortization. Depreciation is calculated using the straight-line method, generally using the following useful lives: Category of Property and Equipment Useful Life Building and building improvements 40 years Machinery, equipment and aircraft 3 to 10 years Furniture, fixtures and equipment 3 to 7 years Computer software 3 to 10 years The cost of leasehold improvements and lease acquisitions is amortized over the lesser of the useful life of the asset or the applicable lease term. The Company expenses all internal-use software costs incurred in the preliminary project stage and capitalizes certain direct costs associated with the development and purchase of internal-use software, including external costs of materials and services and internal payroll costs related to the software project, within property and equipment. Capitalized costs are amortized on a straight-line basis over the estimated useful lives of the software, generally between three and ten years. Interest is capitalized on construction in progress and software projects during the period in which expenditures have been made, activities are in progress to prepare the asset for its intended use and interest expense is being incurred. The Company capitalized interest of $2.4 million, $2.3 million and $1.6 million in fiscal 2016, fiscal 2015 and fiscal 2014, respectively. During fiscal 2016 and fiscal 2015, all of the $2.4 million and $2.3 million capitalized interest, respectively, relates to the capitalization of non-cash interest associated with the amortization of the convertible senior notes debt discount. During fiscal 2014, $1.1 million of the $1.6 million capitalized interest relates to the capitalization of non-cash interest associated with the amortization of the convertible senior notes debt discount. Property and equipment acquired under non-cancelable leases, which meet the criteria of capital leases, are capitalized and amortized over the lesser of the useful life of the asset or the lease term. For buildings held under capital lease, unless the fair value of the land at lease inception exceeds 25% of the aggregate fair value of the leased land and building, rent payments under the leases are recognized using the effective interest method as a reduction of the capital lease obligation and interest expense. Pursuant to Accounting Standards Codification (“ASC”) 840— Leases (“ASC 840”) The land purchased by the Company is recorded at cost and is a non-depreciable asset. Property and equipment is reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of assets may not be recoverable. For a discussion regarding fiscal 2016 impairments, refer to the impairment accounting policy below. |
Intangible Assets | Intangible Assets Intangible assets reflect the value assigned to trademarks, domain names and the fair market value of the Company’s leases. The Company does not amortize trademarks and domain names as the Company defines the life of these assets as indefinite. |
Impairment | Impairment Goodwill The Company evaluates goodwill annually to determine whether it is impaired or whenever events occur or circumstances change that would indicate that the fair value of a reporting unit is less than its carrying amount. Conditions that may indicate impairment include, but are not limited to, a significant adverse change in customer demand or business climate that could affect the value of an asset; general economic conditions, such as increasing Treasury rates or unexpected changes in gross domestic product growth; a change in the Company’s market share; budget-to-actual performance and consistency of operating margins and capital expenditures; a product recall or an adverse action or assessment by a regulator; or changes in management or key personnel. The Company selected the fourth fiscal quarter to perform its annual goodwill impairment testing. The Company reviews goodwill for impairment by first assessing qualitative factors to determine whether it is more likely than not that the fair value of the reporting unit is less than its carrying amount as a basis for determining whether it is necessary to perform the two-step goodwill impairment test. If it is determined that it is not more likely than not that the fair value of the reporting unit is less than its carrying amount, it is unnecessary to perform the two-step goodwill impairment test. If it is determined that it is more likely than not that the fair value of the reporting unit is less than its carrying amount, the two-step test is performed to identify potential goodwill impairment. In the first step, the Company compares the fair value of the reporting unit, generally defined as the same level as or one level below an operating segment, to its carrying value. If the fair value of the reporting unit exceeds the carrying value of the net assets assigned to that unit, goodwill is considered not impaired and the Company is not required to perform further testing. If the carrying value of the net assets assigned to the reporting unit exceeds the fair value of the reporting unit, then the Company must perform the second step of the impairment test in order to determine the implied fair value of the reporting unit’s goodwill. If the carrying value of a reporting unit’s goodwill exceeds its implied fair value, then the Company would record an impairment loss equal to the difference. A reporting unit is an operating segment or a business unit one level below that operating segment, for which discrete financial information is prepared and regularly reviewed by management. The Company has deemed RH Segment and Waterworks to be the reporting units for which goodwill is independently tested. The Company did not recognize any goodwill impairment in fiscal 2016, fiscal 2015 or fiscal 2014. Trademarks and Domain Names The Company annually evaluates whether trademarks and domain names continue to have an indefinite life. Trademarks and domain names are reviewed for impairment annually in the fourth quarter and may be reviewed more frequently if indicators of impairment are present. Conditions that may indicate impairment include, but are not limited to, a significant adverse change in customer demand or business climate that could affect the value of an asset, a product recall or an adverse action or assessment by a regulator. The Company qualitatively assesses indefinite-lived intangible asset impairment to determine whether it is more likely than not that the fair value of the asset is less than its carrying amount. If trademarks and domain names are not qualitatively assessed or if trademarks and domain names are qualitatively assessed and it is determined it is not more likely than not that the asset’s fair value is greater than its carrying amount, an impairment review is performed by comparing the carrying value to the estimated fair value, determined using a discounted cash flow methodology. Factors used in the valuation of intangible assets with indefinite lives include, but are not limited to, management’s plans for future operations, brand initiatives, recent results of operations and projected future cash flows. The Company did not recognize any trademarks and domain names impairment in fiscal 2016, fiscal 2015 or fiscal 2014. Long-Lived Assets Long-lived assets, such as property and equipment and intangible assets subject to amortization, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset group may not be recoverable. Conditions that may indicate impairment include, but are not limited to, a significant adverse change in customer demand or business climate that could affect the value of an asset group, an operating loss or expectation of future operating losses, negative operating cash flows or expectation of future negative operating cash flows or an adverse action or assessment by a regulator. If one of more of these circumstances is present, the Company would perform an impairment test and record an impairment charge if the sum of the estimated undiscounted future cash flows related to the asset group is less than the carrying value and would recognize a loss equal to the difference between the carrying value and the fair value, usually determined by the estimated discounted cash flow analysis of the asset group. The Company has determined that it has two asset groups: RH Segment and Waterworks. In both cases, the assets for each group include Galleries, catalogs and websites. Along with the support of the distribution centers and corporate assets, each asset group is fully integrated as part of an omni-channel model and dependent on each other in generating cash flows. The Company evaluates long-lived tangible assets at the asset group level, which is the lowest level at which independent cash flows can be identified. Since there is typically no active market for the Company’s long-lived tangible assets, the Company estimates fair values based on the expected future cash flows. The Company estimates future cash flows based on store-level historical results, current trends, and operating and cash flow projections. The Company’s estimates are subject to uncertainty and may be affected by a number of factors outside its control, including general economic conditions and the competitive environment. While the Company believes its estimates and judgments about future cash flows are reasonable, future impairment charges may be required if the expected cash flow estimates, as projected, do not occur or if events change requiring the Company to revise its estimates. The Company did not record an impairment charge on long-lived assets in fiscal 2016, except for impairment related to the Company committing to a plan to sell its aircraft and impairment associated with the RH Contemporary Art product line, as discussed in detail below. The Company did not record an impairment charge on long-lived assets in fiscal 2015 or fiscal 2014. Asset Held for Sale An asset is considered to be held for sale when all of the following criteria are met: • Management commits to a plan to sell the property; • It is unlikely that the disposal plan will be significantly modified or discontinued; • The property is available for immediate sale in its present condition; • Actions required to complete the sale of the property have been initiated; • Sale of the asset is probable and the completed sale is expected to occur within one year; and • The property is actively being marketed for sale at a price that is reasonable given its current market value. Upon designation as an asset held for sale, the carrying value of the asset is recorded at the lower of its carrying value or its estimated fair value, less estimated costs to sell, and the Company ceases depreciating the asset. During the fourth quarter of fiscal 2016, the Company committed to a plan to sell its aircraft, resulting in a reclassification of aircraft from property and equipment to asset held for sale on the consolidated balance sheets as of January 28, 2017. The Company expects the sale of the aircraft to be completed in fiscal 2017. The Company performed an assessment and determined that based on management’s best estimate of the selling price of the aircraft, it had an impairment of $4.8 million in fiscal 2016. Such impairment charge is included in selling, general and administrative expenses on the consolidated statements of income. RH Contemporary Art Impairment During the fourth quarter of fiscal 2016, the Company initiated and executed a plan to integrate the RH Contemporary Art (“RHCA”) product line into the broader RH platform and no longer operates RHCA as a separate division. As a result, the Company incurred restructuring related costs, including loss on disposal of capitalized property and equipment of $5.5 million, liability for lease losses of $3.2 million, inventory impairment of $2.7 million and other associated costs of $0.3 million. The Company did not incur any employee termination benefits associated with the integration. The impact to cost of goods sold and selling, general and administrative expenses on the consolidated statements of income was $1.1 million and $10.6 million, respectively. As of January 28, 2017, the Company’s liability for lease losses, which is estimated as the net present value of the difference between lease payments and receipts under sublease agreements, was $3.2 million and is included in other non-current obligations on the consolidated balance sheets. |
Lease Accounting | Lease Accounting The Company leases stores, distribution facilities, office space and, less significantly, certain machinery and equipment. The Company classifies leases at the inception of the lease as a capital lease or an operating lease. Build-to-Suit Lease Transactions The Company is sometimes involved in the construction of leased stores, which, depending on the extent to which it is involved, the Company may be the “deemed owner” of the leased premises for accounting purposes during the construction period pursuant to upon commencement of the construction project, as property and equipment U pon completion of the construction project, the Company performs a sale-leaseback analysis to determine if it does not have any forms of “continuing involvement” and therefore can remove the assets and related liabilities from its consolidated balance sheets. If the assets and related liabilities cannot be removed from the Company’s consolidated balance sheets, the Company accounts for the transactions as a financing lease. These lease transactions are referred to as build-to-suit lease transactions. Rent expense relating to the land is recognized on a straight-line basis once construction begins, which is determined using the fair value of the leased land at construction commencement and the Company’s incremental borrowing rate. Once cash payments commence under the lease, all amounts in excess of land rent expense are recorded as a debt-service payment and are recognized as interest expense and a reduction of the financing obligation. Similar to capital leases, the expense recorded within the consolidated statements of income over the lease term is equal to the cash rent payments made under the lease. The primary difference in the consolidated statements of income between build-to-suit lease transactions and operating leases is the timing of recognition and the classification of expenses. Expenses related to operating leases are classified as rent expense compared to expenses related to build-to-suit lease transactions which are classified as a combination of rent expense, depreciation expense and interest expense. Operating and Capital Leases In a capital or an operating lease, the expected lease term begins with the date that the Company takes possession of the equipment or the leased space for construction and other purposes. The expected lease term may also include the exercise of renewal options if the exercise of the option is determined to be reasonably assured. The expected term is also used in the determination of whether a store is a capital or operating lease. Certain of the Company’s property and equipment are held under capital leases. These assets are included in property and equipment and depreciated over the lesser of the useful life of the asset or the lease term. For buildings held under capital leases, unless the fair value of the land at lease inception exceeds 25% of the aggregate fair value of the leased land and buildings, rent payments under the leases are recognized using the effective interest method as a reduction of the capital lease obligation and interest expense. Pursuant to ASC 840 to the product of the fair value of the leased land at construction commencement and the Company’s incremental borrowing rate. The remaining cash payment is All other leases are considered operating leases in accordance with ASC 840. Assets subject to an operating lease and the related lease payments are not recorded on the consolidated balance sheets. For leases that contain lease incentives, premiums and minimum rent expenses, the Company recognizes rent expense on a straight-line basis over the lease term. Tenant improvement allowances received from landlords under operating leases are recorded in deferred rent and lease incentives on the consolidated balance sheets, and are amortized on a straight-line basis over the lease term. During fiscal 2015, the Company received $9.2 million related to profit participation arrangements for two of its distribution center facilities. Such amounts were recorded in deferred rent and lease incentives on the consolidated balance sheets and will be amortized on a straight-line basis over the respective lease terms. |
Debt Issuance Costs | Debt Issuance Costs Debt issuance costs related to the convertible senior notes are recorded as a contra-liability and are presented net against the respective convertible senior note balance on the consolidated balance sheets. Debt issuance costs related to the convertible senior notes are amortized utilizing the effective interest method over the expected life of the respective notes. Such amortization is included in interest expense–net on the consolidated statements of income. Deferred financing fees related to the revolving line of credit are included in non-current assets on the consolidated balance sheets. Deferred financing fees related to the revolving line of credit are amortized utilizing the straight-line method. Such amortization is included in interest expense–net on the consolidated statements of income. |
Revenue Recognition | Revenue Recognition The Company recognizes revenues and the related cost of goods sold when merchandise is received by its customers. Revenues from direct-to-customer and home-delivered sales are recognized when the merchandise is delivered to the customer. Revenues from “cash-and-carry” store sales are recognized at the point of sale in the store. Discounts or other accommodations provided to customers are accounted for as a reduction of sales. The Company recognizes shipping and handling fees as revenue when the merchandise is received by its customers. Costs of shipping and handling are included in cost of goods sold. Sales tax collected is not recognized as revenue but is included in accounts payable and accrued expenses on the consolidated balance sheets as it is ultimately remitted to governmental authorities. The Company reserves for projected merchandise returns. Merchandise returns are often resalable merchandise and are refunded by issuing the same payment tender of the original purchase. Merchandise exchanges of the same product and price are not considered merchandise returns and, therefore, are excluded when calculating the sales returns reserve. The Company’s customers may return purchased items for a refund. The Company provides an allowance for sales returns, net of cost of goods sold, based on historical return rates. A summary of the allowance for sales returns, presented net of cost of goods sold, is as follows ( in thousands Year Ended January 28, January 30, January 31, 2017 2016 2015 Balance at beginning of fiscal year $ 12,688 $ 10,235 $ 12,142 Waterworks acquisition — 523 — — Provision for sales returns 106,508 104,028 87,217 Actual sales returns (109,642 ) (101,575 ) (89,124 ) Balance at end of fiscal year $ 10,077 $ 12,688 $ 10,235 |
Deferred Revenue and Customer Deposits | Deferred Revenue and Customer Deposits Deferred revenue primarily represents the revenue associated with orders that have been shipped by the Company to its customers but have not yet been received by the customer. As the Company recognizes revenue when the merchandise is received by its customers, it is included as deferred revenue on the consolidated balance sheets while in-transit. Deferred revenue also includes the unrecognized portion of the annual RH Members Program fee. The annual membership fee is recorded as deferred revenue when collected from customers and is recognized as revenue on a straight-line basis over the membership period, or one year. Customer deposits represent payments made by customers on custom orders. At the time of purchase the Company collects deposits for all custom orders equivalent to 50% of the customer purchase price. Custom order deposits are recognized as revenue when the merchandise is received by the customer. |
Gift Cards, Gift Certificates and Merchandise Credits | Gift Cards, Gift Certificates and Merchandise Credits The Company sells gift cards, gift certificates and issues merchandise credits to its customers in its stores and through its websites and product catalogs. Such gift cards, gift certificates and merchandise credits do not have expiration dates. Revenue associated with gift cards, gift certificates and merchandise credits is deferred until either (i) redemption of the gift cards, gift certificate and merchandise credits or (ii) when the likelihood of redemption is remote and there exists no legal obligation to remit the value of unredeemed gift cards, gift certificates or merchandise credits to the relevant jurisdictions (breakage). The breakage rate is based on monitoring of cards and certificates issued, actual card and certificate redemptions and the Company’s analysis of when it believes it is remote that redemptions will occur. Breakage resulted in a reduction of selling, general and administrative expenses on the consolidated statements of income of $3.0 million, $2.0 million, and $3.1 million in fiscal 2016, fiscal 2015, and fiscal 2014, respectively. |
Self Insurance | Self Insurance The Company maintains insurance coverage for significant exposures, as well as those risks that, by law, must be insured. In the case of the Company’s health care coverage for employees, the Company has a managed self insurance program related to claims filed. Expenses related to this self insured program are computed on an actuarial basis, based on claims experience, regulatory requirements, an estimate of claims incurred but not yet reported (“IBNR”) and other relevant factors. The projections involved in this process are subject to uncertainty related to the timing and amount of claims filed, levels of IBNR, fluctuations in health care costs and changes to regulatory requirements. The Company had liabilities of $2.8 million and $2.1 million related to health care coverage as of January 28, 2017 and January 30, 2016, respectively. The Company is self-insured for all workers’ compensation claims related to incidents incurred after November 1, 2013 and prior to November 1, 2007. The Company had liabilities of $3.1 million and $3.0 million related to workers’ compensation claims as of January 28, 2017 and January 30, 2016, respectively. |
Stock-Based Compensation | Stock-Based Compensation The Company recognizes the fair value of stock-based compensation in the consolidated financial statements as compensation expense over the requisite service period. In addition, excess tax benefits related to stock-based compensation awards are reflected as financing cash flows. For service-only awards, compensation expense is recognized on a straight-line basis, net of forfeitures, over the requisite service period for the fair value of awards that actually vest. Fair value for restricted stock units is valued using the closing price of the Company’s stock on the date of grant. The fair value of each option award granted under the Company’s award plan is estimated on the date of grant using a Black-Scholes Merton option pricing model which requires the input of subjective assumptions regarding the expected term, expected volatility, dividend yield and risk-free interest rate. The Company elected to calculate the expected term of the option awards using the “simplified method.” This election was made based on the lack of sufficient historical exercise data to provide a reasonable basis upon which to estimate expected term. Under the “simplified” calculation method, the expected term is calculated as an average of the vesting period and the contractual life of the options. |
Cost of Goods Sold | Cost of Goods Sold Cost of goods sold includes, but is not limited to, the direct cost of purchased merchandise, inventory shrinkage, inventory reserves and write-downs, inbound freight, all freight costs to get merchandise to the Company’s stores, design and buying costs, occupancy costs related to store operations and supply chain, such as rent, property tax and common area maintenance, depreciation and amortization, and all logistics costs associated with shipping product to customers. |
Selling, General and Administrative Expenses | Selling, General and Administrative Expenses Selling, general and administrative expenses include all operating costs not included in cost of goods sold. These expenses include payroll and payroll related expenses, store expenses other than occupancy and expenses related to many of the Company’s operations at its corporate headquarters, including utilities, depreciation and amortization, credit card fees and marketing expense, which primarily includes catalog production, mailing and print advertising costs. All store pre-opening costs are included in selling, general and administrative expenses and are expensed as incurred. |
Net Income Per Share | Net Income Per Share Basic net income per share is computed as net income divided by the weighted-average number of common shares outstanding for the period. Diluted net income per share is computed as net income divided by the weighted-average number of common shares outstanding for the period plus common stock equivalents consisting of shares subject to stock-based awards with exercise prices less than or equal to the average market price of the Company’s common stock for the period, to the extent their inclusion would be dilutive. Potential dilutive securities are excluded from the computation of diluted net income per share if their effect is anti-dilutive. |
Income Taxes | Income Taxes The Company accounts for income taxes under an asset and liability approach that requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been recognized in the Company’s consolidated financial statements or tax returns. In estimating future tax consequences, the Company generally takes into account all expected future events then known to it, other than changes in the tax law or rates which have not yet been enacted and which are not permitted to be considered. Accordingly, the Company may record a valuation allowance to reduce its net deferred tax assets to the amount that is more-likely-than-not to be realized. The determination as to whether a deferred tax asset will be realized is made on a jurisdictional basis and is based upon management’s best estimate of the recoverability of the Company’s net deferred tax assets. Future taxable income and ongoing prudent and feasible tax planning are considered in determining the amount of the valuation allowance, and the amount of the allowance is subject to adjustment in the future. Specifically, in the event the Company were to determine that it is not more-likely-than-not able to realize its net deferred tax assets in the future, an adjustment to the valuation allowance would decrease income in the period such determination is made. This allowance does not alter the Company’s ability to utilize the underlying tax net operating loss and credit carryforwards in the future, the utilization of which is limited to achieving future taxable income. The accounting standard for uncertainty in income taxes prescribes a recognition threshold that a tax position is required to meet before being recognized in the financial statements and provides guidance on derecognition, measurement, classification, interest and penalties, accounting in interim periods, disclosure and transition issues. Differences between tax positions taken in a tax return and amounts recognized in the financial statements generally result in an increase in liability for income taxes payable or a reduction of an income tax refund receivable, or a reduction in a deferred tax asset or an increase in a deferred tax liability, or both. The Company recognizes interest and penalties related to unrecognized tax benefits in tax expense. |
Comprehensive Income | Comprehensive Income Comprehensive income is comprised of net income and other gains and losses affecting equity that are excluded from net income. |
Foreign Currency Translation | Foreign Currency Translation Local currencies are generally considered the functional currencies outside the United States. Assets and liabilities denominated in non-U.S. currencies are translated at the rate of exchange prevailing on the date of the consolidated balance sheets and revenues and expenses are translated at average rates of exchange for the period. The related translation gains (losses) are reflected in the accumulated other comprehensive income section of the consolidated statements of stockholders’ equity. Foreign currency gains (losses) resulting from foreign currency transactions are included in selling, general and administrative expenses on the consolidated statements of income and are not material for all periods presented. |
Recently Issued Accounting Standards | Recently Issued Accounting Standards Revenue from Contracts with Customers In May 2014, the 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 of risks and rewards as indicated in the prior guidance. The FASB deferred the effective date for the new revenue reporting standard for entities reporting under GAAP for one year from the original effective date. In 2016, the FASB issued several amendments to the standard, including principal versus agent considerations when another party is involved in providing goods or services to a customer, the application of identifying performance obligations, and the recognition of expected breakage amounts. While the Company continues to assess all potential impacts of the standard, it currently believes the most significant impact relates to accounting for gift card breakage. Under the new standard the Company expects to recognize breakage, which is currently recorded as a reduction to selling, general and administrative expenses, as revenue and will be recognized proportional to actual gift card redemptions. Topic 606 is effective for fiscal years beginning after December 15, 2017, including interim periods within that reporting period, with early adoption permitted for annual reporting periods beginning after December 15, 2016. The standard is required to be applied either retrospectively to each prior reporting period presented or retrospectively with the cumulative effect of initially adopting it recognized at the date of initial application. The Company has not yet selected the transition method. Consolidation Accounting In February 2015, the FASB issued Accounting Standards Update No. 2015-02—Consolidation (Topic 810): Amendments to the Consolidation Analysis , which improves targeted areas of the consolidation guidance and reduces the number of consolidation models. The amendments to the guidance are effective for fiscal years beginning after December 15, 2015 (the Company’s first quarter of fiscal 2016), and interim periods within those years, with early adoption permitted. The Company adopted this guidance in the first quarter of fiscal 2016. The adoption of this standard did not have a material impact on the Company’s consolidated financial statements and related disclosures. Classification of Debt Issuance Costs In April 2015, the FASB issued Accounting Standards Update 2015-03—Interest—Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs . The amendments in ASU 2015-03 require that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. Costs associated with line-of-credit arrangements may continue to be recorded as deferred assets. The update requires retrospective application and represents a change in accounting principle. The debt issuance costs guidance is effective for fiscal years beginning after December 15, 2015, and interim periods within those fiscal years. The Company adopted the guidance on a retrospective basis in the first quarter of fiscal 2016. This is a change from the Company’s historical presentation whereby third party offering costs of the Company’s convertible senior notes were classified within other non-current asset on the consolidated balance sheets. To conform to the current period presentation, the Company reclassified $2.1 million as of January 30, 2016 from non-current assets to non-current liabilities on the consolidated balance sheets. Software Licenses in Cloud Computing Arrangements In April 2015, the FASB issued Accounting Standards Update No. 2015-05—Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Fees Paid in a Cloud Computing Arrangement . Measurement of Inventory In July 2015, the FASB issued Accounting Standards Update 2015-11—Inventory (Topic 330): Simplifying the Measurement of Inventory . Business Combinations In September 2015, the FASB issued Accounting Standards Update 2015-16—Business Combinations (Topic 805): Simplifying the Accounting for Measurement-Period Adjustments . Accounting for Leases In February 2016, the FASB issued Accounting Standards Update 2016-02 — Leases, Financial Instruments In January 2016, the FASB issued Accounting Standards Update 2016-01 — Financial Instruments — Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities, Stock-Based Compensation In March 2016, the FASB issued Accounting Standard Update No. 2016-09 — Improvements to Employee Share Based Payment Accounting The adoption of ASU 2016-09 is expected to impact the recording of income taxes in the Company’s financial position and results of operations, as well as the operating and financing cash flows on the consolidated statements of cash flows. The magnitude of such impacts are dependent upon the Company’s future grants of stock-based compensation, the Company’s future stock price in relation to the fair value of awards on grant date and the exercise behavior of the Company’s option holders. Cash Flow Classification In August 2016, the FASB issued Accounting Standard Update No. 2016-15 — Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments Income Taxes: Intra-Entity Asset Transfers In October 2016, the FASB issued Accounting Standard Update No. 2016-16 — Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other Than Inventory Goodwill and Intangibles In January 2017, the FASB issued Accounting Standard Update No. 2017-04 — Intangibles — Goodwill and Other (Topic 350) The Company is evaluating the impact of adopting this new accounting standard on its consolidated financial statements |
Commitments and Contingencies | 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 January 28, 2017, 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 consolidated financial statements. |
Significant Accounting Polici31
Significant Accounting Policies (Tables) | 12 Months Ended |
Jan. 28, 2017 | |
Accounting Policies [Abstract] | |
Effect of Corrections in Condensed Consolidated Balance Sheets and Condensed Consolidated Statements of Cash Flows | The following are selected line items from the Company’s condensed consolidated balance sheets and condensed consolidated statements of cash flows illustrating the effect of the corrections (in thousands): Condensed Consolidated Balance Sheets January 30, 2016 As Reported Adjustment As Revised Cash and cash equivalents $ 349,897 $ (18,430 ) $ 331,467 Total current assets 1,313,677 (18,430 ) 1,295,247 Total assets 2,086,374 (18,430 ) 2,067,944 Accounts payable and accrued expenses 280,714 (18,430 ) 262,284 Total current liabilities 452,555 (18,430 ) 434,125 Total liabilities 1,200,214 (18,430 ) 1,181,784 Condensed Consolidated Statements of Cash Flows Year Ended January 30, 2016 January 31, 2015 As Reported Adjustment As Revised As Reported Adjustment As Revised Cash flows from operating activities: Change in accounts payable and accrued expenses $ 44,378 $ (15,182 ) $ 29,196 $ 25,470 $ (3,248 ) $ 22,222 Net cash provided by operating activities 141,886 (15,182 ) 126,704 82,491 (3,248 ) 79,243 Cash and cash equivalents: Beginning of period 148,934 (3,248 ) 145,686 13,389 — 13,389 End of period 349,897 (18,430 ) 331,467 148,934 (3,248 ) 145,686 The following are selected line items from the Company’s unaudited condensed consolidated balance sheets and unaudited condensed consolidated statements of cash flows illustrating the effect of the corrections (in thousands) Unaudited Condensed Consolidated Balance Sheets April 30, 2016 As Reported Adjustment As Revised Cash and cash equivalents $ 237,156 $ (2,488 ) $ 234,668 Total current assets 1,244,435 (2,488 ) 1,241,947 Total assets 2,051,008 (2,488 ) 2,048,520 Accounts payable and accrued expenses 248,971 (2,488 ) 246,483 Total current liabilities 406,937 (2,488 ) 404,449 Total liabilities 1,171,480 (2,488 ) 1,168,992 Unaudited Condensed Consolidated Balance Sheets July 30, 2016 As Reported Adjustment As Revised Cash and cash equivalents $ 37,677 $ (514 ) $ 37,163 Total current assets 1,149,164 (514 ) 1,148,650 Total assets 2,088,641 (514 ) 2,088,127 Accounts payable and accrued expenses 222,812 (514 ) 222,298 Total current liabilities 405,249 (514 ) 404,735 Total liabilities 1,195,683 (514 ) 1,195,169 Unaudited Condensed Consolidated Balance Sheets October 29, 2016 As Reported Adjustment As Revised Cash and cash equivalents $ 55,426 $ (8,291 ) $ 47,135 Total current assets 1,151,804 (8,291 ) 1,143,513 Total assets 2,156,301 (8,291 ) 2,148,010 Accounts payable and accrued expenses 231,079 (8,291 ) 222,788 Total current liabilities 419,421 (8,291 ) 411,130 Total liabilities 1,254,123 (8,291 ) 1,245,832 |
Schedule of Property and Equipment Useful Lives | Property and equipment is recorded at cost, net of accumulated depreciation and amortization. Depreciation is calculated using the straight-line method, generally using the following useful lives: Category of Property and Equipment Useful Life Building and building improvements 40 years Machinery, equipment and aircraft 3 to 10 years Furniture, fixtures and equipment 3 to 7 years Computer software 3 to 10 years |
Summary of Allowance for Sales Returns, Net of Cost of Goods Sold | A summary of the allowance for sales returns, presented net of cost of goods sold, is as follows ( in thousands Year Ended January 28, January 30, January 31, 2017 2016 2015 Balance at beginning of fiscal year $ 12,688 $ 10,235 $ 12,142 Waterworks acquisition — 523 — — Provision for sales returns 106,508 104,028 87,217 Actual sales returns (109,642 ) (101,575 ) (89,124 ) Balance at end of fiscal year $ 10,077 $ 12,688 $ 10,235 |
Business Combination (Tables)
Business Combination (Tables) | 12 Months Ended |
Jan. 28, 2017 | |
Business Combinations [Abstract] | |
Summary of Purchase Price Allocation Based on Estimated Fair Value of Acquired Assets and Assumed Liabilities | The following table summarizes the purchase price allocation based on the estimated fair value of the acquired assets and assumed liabilities ( in thousands Tangible assets acquired and liabilities assumed $ 18,615 Trademarks 52,100 Goodwill 49,229 Total $ 119,944 |
Prepaid Expense and Other Ass33
Prepaid Expense and Other Assets (Tables) | 12 Months Ended |
Jan. 28, 2017 | |
Deferred Costs Capitalized Prepaid And Other Assets Disclosure [Abstract] | |
Prepaid Expense and Other Current Assets | Prepaid expense and other current assets consist of the following ( in thousands January 28, January 30, 2017 2016 Capitalized catalog costs $ 61,258 $ 35,836 Vendor deposits 13,276 22,959 Federal tax receivable 13,124 — Prepaid expense and other current assets 29,504 20,225 Total prepaid expense and other current assets $ 117,162 $ 79,020 |
Schedule of Other Non-Current Assets | Other non-current assets consist of the following ( in thousands January 28, January 30, 2017 2016 Construction related deposits $ 28,044 $ 15,384 Other deposits 4,706 3,635 Deferred financing fees 1,530 2,236 Other non-current assets 1,889 4,207 Total other non-current assets $ 36,169 $ 25,462 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Jan. 28, 2017 | |
Property Plant And Equipment [Abstract] | |
Schedule of Property and Equipment | Property and equipment consists of the following ( in thousands January 28, January 30, 2017 2016 Leasehold improvements (1) $ 439,574 $ 336,995 Computer software 120,051 96,618 Furniture, fixtures and equipment 73,730 49,650 Machinery, equipment and aircraft 50,979 32,190 Land 11,396 11,188 Building and building improvements 10,113 9,811 Build-to-suit property (2) (3) 202,713 146,550 Building and equipment under capital leases 7,603 8,025 Total property and equipment 916,159 691,027 Less—accumulated depreciation and amortization (4) (234,103 ) (175,422 ) Total property and equipment—net $ 682,056 $ 515,605 (1) Leasehold improvements include construction in progress of $68.4 million and $51.1 million as of January 28, 2017 and January 30, 2016, respectively. (2) The Company capitalizes assets and records a corresponding non-current liability for build-to-suit lease transactions where it is considered the owner, for accounting purposes. Refer to Lease Accounting Significant Accounting Policies (3) In fiscal 2014, the Company concluded that it was the deemed owner for accounting purposes for a new distribution center located in California during the construction period pursuant to ASC 840. During the construction period, the Company capitalized the cash and non-cash assets contributed by the landlord for the construction of the distribution center on its consolidated balance sheets as an increase in property and equipment and an increase in financing obligations under build-to-suit lease transactions. During the fourth quarter of fiscal 2015, upon the completion of the construction period, the Company performed a sale-leaseback analysis and determined that it did not have any prohibitive forms of continuing involvement and therefore removed the asset and corresponding liability of $74.9 million from its consolidated balance sheet as of January 30, 2016. The effected sale leaseback did not have an impact on the consolidated statements of income or consolidated statements of cash flows in fiscal 2015. (4) Includes accumulated amortization related to equipment under capital leases of $1.6 million as of both January 28, 2017 and January 30, 2016, respectively. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 12 Months Ended |
Jan. 28, 2017 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | The following sets forth the goodwill and intangible assets as of January 28, 2017 ( in thousands Gross Carrying Amount Accumulated Amortization Foreign Currency Translation Net Book Value Intangible assets subject to amortization Fair value of leases (1) Fair market write-up $ 1,925 $ (1,792 ) $ — $ 133 Fair market write-down (2) (1,467 ) 1,350 — (117 ) Total intangible assets subject to amortization $ 458 $ (442 ) $ — $ 16 Intangible assets not subject to amortization Goodwill (3) $ 173,690 $ — $ (87 ) $ 173,603 Trademarks and domain names (3) $ 100,624 $ — $ — $ 100,624 (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 consolidated balance sheets. (3) The Company recorded goodwill and trademarks of $49.2 million and $52.1 million, respectively, in fiscal 2016 related to its acquisition of Waterworks. Refer to Note 4— Business Combination The following sets forth the goodwill and intangible assets as of January 30, 2016 ( in thousands Gross Carrying Amount Accumulated Amortization Foreign Currency Translation Net Book Value Intangible assets subject to amortization Fair value of leases (1) Fair market write-up $ 1,924 $ (1,697 ) $ — $ 227 Fair market write-down (2) (1,467 ) 1,289 — (178 ) Total intangible assets subject to amortization $ 457 $ (408 ) $ — $ 49 Intangible assets not subject to amortization Goodwill $ 124,461 $ — $ (160 ) $ 124,301 Trademarks and domain names $ 48,309 $ — $ — $ 48,309 (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 consolidated balance sheets. |
Accounts Payable, Accrued Exp36
Accounts Payable, Accrued Expenses and Other Current Liabilities (Tables) | 12 Months Ended |
Jan. 28, 2017 | |
Payables And Accruals [Abstract] | |
Accounts Payable and Accrued Expenses | Accounts payable and accrued expenses consist of the following ( in thousands January 28, January 30, 2017 2016 As Revised Accounts payable $ 134,720 $ 156,594 Accrued freight and duty 27,955 27,230 Accrued compensation 26,886 27,698 Accrued sales taxes 14,908 19,269 Accrued occupancy 8,137 15,095 Accrued catalog costs 3,874 5,988 Accrued professional fees 2,082 2,736 Other accrued expenses 8,418 7,674 Total accounts payable and accrued expenses $ 226,980 $ 262,284 |
Schedule of Other Current Liabilities | Other current liabilities consist of the following ( in thousands January 28, January 30, 2017 2016 Unredeemed gift card and merchandise credit liability $ 24,524 $ 24,364 Allowance for sales returns 10,077 12,688 Product recall reserve 4,324 — Federal and state tax payable 619 27,838 Other liabilities 3,727 182 Total other current liabilities $ 43,271 $ 65,072 |
Other Non-Current Obligations (
Other Non-Current Obligations (Tables) | 12 Months Ended |
Jan. 28, 2017 | |
Other Liabilities Disclosure [Abstract] | |
Schedule of Other Non-Current Obligations | Other non-current obligations consist of the following ( in thousands January 28, January 30, 2017 2016 Notes payable for share repurchases $ 19,390 $ 19,523 Deferred contract incentive (1) 7,739 — Capital lease obligations—non-current 7,242 7,399 Unrecognized tax benefits 2,508 1,125 Rollover units and profit interests (2) 1,784 — Other non-current obligations 6,021 1,302 Total other non-current obligations $ 44,684 $ 29,349 (1) Represents the non-current portion of an incentive payment received in relation to a 5-year service agreement. The amount will be amortized over the term of the agreement. (2) Represents rollover units and profit interests associated with the acquisition of Waterworks. Refer to Note 16 — Stock-Based Compensation |
Convertible Senior Notes (Table
Convertible Senior Notes (Tables) | 12 Months Ended |
Jan. 28, 2017 | |
Convertible Senior Notes Due 2020 [Member] | |
Carrying Values of Notes Excluding the Discounts upon Original Issuance and Third Party Offering Costs | The carrying values of the 2020 Notes, excluding the discounts upon original issuance and third party offering costs, are as follows ( in thousands January 28, January 30, 2017 2016 Liability component Principal $ 300,000 $ 300,000 Less: Debt discount (60,124 ) (75,113 ) Net carrying amount $ 239,876 $ 224,887 Equity component (1) $ 84,003 $ 84,003 (1) Included in additional paid-in capital on the consolidated balance sheets. |
Convertible Senior Notes Due 2019 [Member] | |
Carrying Values of Notes Excluding the Discounts upon Original Issuance and Third Party Offering Costs | The carrying values of the 2019 Notes, excluding the discounts and commissions payable to the initial purchasers and third party offering costs, are as follows ( in thousands January 28, January 30, 2017 2016 Liability component Principal $ 350,000 $ 350,000 Less: Debt discount (35,457 ) (49,289 ) Net carrying amount $ 314,543 $ 300,711 Equity component (1) $ 70,482 $ 70,482 (1) Included in additional paid-in capital on the consolidated balance sheets. |
Fair Value of Financial Instr39
Fair Value of Financial Instruments (Tables) | 12 Months Ended |
Jan. 28, 2017 | |
Fair Value Disclosures [Abstract] | |
Schedule of Assets Measured at Fair Value | Assets measured at fair value were as follows ( in thousands January 28, January 30, 2017 2016 Level 1 Level 2 Total Level 1 Level 2 Total Cash equivalents Money market funds $ 2,510 $ — $ 2,510 $ 70 $ — $ 70 Commercial paper — 5,493 5,493 — 46,726 46,726 Total cash equivalents 2,510 5,493 8,003 70 46,726 46,796 Short-term investments Commercial paper — 34,534 34,534 — 15,488 15,488 Government agency obligations 2,553 105,590 108,143 22,011 93,302 115,313 Total short-term investments 2,553 140,124 142,677 22,011 108,790 130,801 Long-term investments Government agency obligations — 33,212 33,212 7,829 14,225 22,054 Total long-term investments — 33,212 33,212 7,829 14,225 22,054 Total $ 5,063 $ 178,829 $ 183,892 $ 29,910 $ 169,741 $ 199,651 |
Schedule of Available-for-sale Securities Maturities | The following table summarizes the amortized cost and estimated fair value of the available-for-sale securities within the Company’s investment portfolio based on stated maturities, which are recorded within cash and cash equivalents, short-term investments and long-term investments on the consolidated balance sheets ( in thousands January 28, January 30, 2017 2016 Cost Fair Value Cost Fair Value Range of maturity Due within 1 year $ 148,155 $ 148,170 $ 177,564 $ 177,527 Due in 1 to 2 years $ 33,238 $ 33,212 $ 22,033 $ 22,054 |
Estimated Fair Value and Carrying Value of Notes | The estimated fair value and carrying value of the 2019 Notes and 2020 Notes (carrying value excludes the equity component of the 2019 Notes and 2020 Notes classified in stockholders’ equity) were as follows ( in thousands January 28, January 30, 2017 2016 Fair Value Carrying Value Fair Value Carrying Value Convertible senior notes due 2019 $ 295,381 $ 314,543 $ 257,624 $ 300,711 Convertible senior notes due 2020 $ 232,463 $ 239,876 $ 198,635 $ 224,887 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Jan. 28, 2017 | |
Income Tax Disclosure [Abstract] | |
Summary of Income Tax Expense (Benefit) | The following is a summary of the income tax expense (benefit) ( in thousands Year Ended January 28, January 30, January 31, 2017 2016 2015 Current Federal $ 751 $ 55,676 $ 45,611 State 2,410 9,112 9,235 Foreign 694 227 (596 ) Total current tax expense 3,855 65,015 54,250 Deferred Federal 2,109 (5,691 ) 3,895 State (2,414 ) (648 ) (973 ) Foreign (397 ) 105 1 Total deferred tax expense (benefit) (702 ) (6,234 ) 2,923 Total income tax expense $ 3,153 $ 58,781 $ 57,173 |
Schedule of Reconciliation of Federal Statutory Tax Rate to Company's Effective Tax Rate | A reconciliation of the federal statutory tax rate to the Company’s effective tax rate is as follows: Year Ended January 28, January 30, January 31, 2017 2016 2015 Provision at federal statutory tax rate 35.0 % 35.0 % 35.0 % State income taxes—net of federal tax impact 4.8 3.7 4.0 Donation of appreciated property (8.7 ) — — Meals and entertainment 5.0 0.2 0.2 Aircraft expenses 3.3 0.1 — Transaction costs 2.6 — — Other permanent items 2.8 0.1 0.1 Valuation allowance 0.9 — — Tax rate adjustments (5.8 ) 0.1 (0.4 ) Foreign income (4.2 ) (0.1 ) (0.3 ) Net adjustments to tax accruals and other 1.2 0.1 — Effective tax rate 36.9 % 39.2 % 38.6 % |
Components of Deferred Tax Assets and Liabilities | Significant components of the Company’s deferred tax assets and liabilities are as follows ( in thousands January 28, January 30, 2017 2016 Non-current deferred tax assets (liabilities) Stock-based compensation $ 37,804 $ 32,248 Inventory 37,198 29,430 Deferred lease credits 25,457 20,074 Accrued expense 18,024 18,964 Deferred revenue 1,887 1,800 Charitable contributions 1,877 — U.S. impact of Canadian transfer pricing 1,404 1,420 Net operating loss carryforwards 1,044 214 Property and equipment (32,396 ) (24,905 ) Prepaid expense and other (28,387 ) (17,956 ) Trademarks and domain names (28,345 ) (18,414 ) State tax benefit (4,143 ) (3,052 ) Convertible senior notes (3,867 ) (4,719 ) Other 1,669 1,793 Non-current deferred tax assets 29,226 36,897 Valuation allowance (760 ) (158 ) Net non-current deferred tax assets $ 28,466 $ 36,739 |
Schedule of Reconciliation of Valuation Allowance | A reconciliation of the valuation allowance is as follows ( in thousands Year Ended January 28, January 30, January 31, 2017 2016 2015 Balance at beginning of fiscal year $ 158 $ 176 $ 206 Net changes in deferred tax assets and liabilities 602 (18 ) (30 ) Balance at end of fiscal year $ 760 $ 158 $ 176 |
Schedule of Reconciliation of Unrecognized Tax Benefits | A reconciliation of the exposures related to unrecognized tax benefits is as follows ( in thousands Year Ended January 28, January 30, January 31, 2017 2016 2015 Balance at beginning of fiscal year $ 921 $ 940 $ 1,395 Gross increases (decreases)—prior period tax positions 53 (88 ) (122 ) Gross increases—current period tax positions 1,216 69 — Lapses in statute of limitations — — (333 ) Balance at end of fiscal year $ 2,190 $ 921 $ 940 |
Net Income Per Share (Tables)
Net Income Per Share (Tables) | 12 Months Ended |
Jan. 28, 2017 | |
Earnings Per Share [Abstract] | |
Schedule of Weighted Average Shares Used for Net Income per Share | The weighted-average shares used for net income per share is as follows: Year Ended January 28, January 30, January 31, 2017 2016 2015 Weighted-average shares—basic 40,691,483 40,190,448 39,457,491 Effect of dilutive stock-based awards 235,357 2,066,111 1,920,719 Weighted-average shares—diluted 40,926,840 42,256,559 41,378,210 |
Anti-Dilutive Securities Excluded from Diluted Net Income per Share | The following number of options and restricted stock units were excluded from the calculation of diluted net income per share because their inclusion would have been anti-dilutive: Year Ended January 28, January 30, January 31, 2017 2016 2015 Options 7,243,697 522,390 1,009,157 Restricted stock units 609,676 12,916 4,253 Total anti-dilutive stock-based awards 7,853,373 535,306 1,013,410 |
Share Repurchases Under Equit42
Share Repurchases Under Equity Plans (Tables) | 12 Months Ended |
Jan. 28, 2017 | |
Equity [Abstract] | |
Summary of Company's Repurchase and Promissory Note Issuance Activity | The Company’s repurchase and promissory note issuance activity for fiscal 2015 and fiscal 2014 is as follows: Year Ended January 30, January 31, 2016 2015 Shares repurchased 2,625 251,910 Fair value at purchase price (in thousands) $ 238 $ 16,575 Weighted-average interest rate 3 % 5 % Weighted-average term 7 years 8 years |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 12 Months Ended |
Jan. 28, 2017 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Summary of Stock Option Activity | A summary of stock option activity under the Option Plan and the Stock Incentive Plan for fiscal 2016 is as follows: Options Weighted-Average Exercise Price Outstanding—January 30, 2016 6,535,573 $ 55.71 Granted 3,062,234 35.82 Exercised (175,585 ) 28.61 Cancelled (948,563 ) 56.47 Outstanding—January 28, 2017 8,473,659 $ 49.00 |
Schedule of Assumptions Used to Estimate Fair Value of Stock Options Issued | The fair value of stock options issued was estimated on the date of grant using the following assumptions: Year Ended January 28, January 30, January 31, 2017 2016 2015 Expected volatility 44.9 % 37.7 % 39.7 % Expected life (years) 6.5 6.5 6.5 Risk-free interest rate 1.4 % 1.8 % 2.0 % Dividend yield — — — |
Summary of Additional Information about Stock Options | A summary of additional information about stock options is as follows: Year Ended January 28, January 30, January 31, 2017 2016 2015 Weighted-average fair value per share of stock options granted $ 15.88 $ 36.43 $ 26.92 Aggregate intrinsic value of stock options exercised (in thousands) $ 1,238 $ 32,590 $ 62,015 Fair value of stock options vested (in thousands) $ 13,726 $ 8,611 $ 2,246 |
Schedule of Stock Options Outstanding, Vested or Expected to Vest, and Exercisable | Information about stock options outstanding, vested or expected to vest, and exercisable as of January 28, 2017 is as follows: Options Outstanding Options Exercisable Range of Exercise Prices Number of Options Weighted- Average Remaining Contractual Life (in years) Weighted- Average Exercise Price Number of Options Weighted- Average Exercise Price $24.00 - $25.39 924,715 8.74 $ 25.13 170,215 $ 24.00 $25.88 - $39.42 1,449,833 8.13 32.48 760,083 31.09 $44.52 - $46.50 3,885,426 6.57 46.04 2,976,826 46.50 $56.27 - $69.64 637,415 7.15 61.60 221,710 61.78 $75.43 - $101.84 1,576,270 7.03 80.38 1,141,359 76.89 Total 8,473,659 7.20 $ 49.00 5,270,193 $ 50.77 Vested or expected to vest 7,950,844 7.08 $ 49.37 |
Summary of Restricted Stock Award Activity | A summary of restricted stock award activity for fiscal 2016 is as follows: Awards Weighted-Average Grant Date Fair Value Intrinsic Value Outstanding—January 30, 2016 805,915 $ 73.11 Granted 864,367 40.18 Released (173,458 ) 64.68 Cancelled (378,805 ) 59.65 $ 29,169,116 Outstanding—January 28, 2017 1,118,019 $ 53.52 |
Summary of Additional Information about Restricted Stock Awards | A summary of additional information about restricted stock awards is as follows: Year Ended January 28, January 30, January 31, 2017 2016 2015 Weighted-average fair value per share of awards granted $ 40.18 $ 90.14 $ 63.59 Grant date fair value of awards released (in thousands) $ 5,170 $ 12,223 $ 6,172 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Jan. 28, 2017 | |
Commitments And Contingencies Disclosure [Abstract] | |
Future Minimum Rental Payments under Leases | The aggregate future minimum rent payments under leases in effect as of January 28, 2017, are as follows ( in thousands Lease agreements accounted for as: Capital Leases (1) Operating Leases Build-to-Suit Total 2017 $ 1,216 $ 89,776 $ 31,971 $ 122,963 2018 1,140 81,534 36,634 119,308 2019 1,159 71,154 40,119 112,432 2020 1,199 61,834 40,776 103,809 2021 1,219 52,660 42,014 95,893 Thereafter 9,155 326,333 605,868 941,356 Minimum lease commitments 15,088 $ 683,291 $ 797,382 $ 1,495,761 Less—amount representing interest (7,579 ) Present value of capital lease obligations 7,509 Less—current capital lease obligations (267 ) Non-current capital lease obligations $ 7,242 (1) The current and non-current capital lease obligations are included in other current liabilities and other non-current obligations, respectively, on the consolidated balance sheets. |
Minimum Rent Payments and Contingent Rent Expense under Lease Agreements Accounted for Operating Leases as Build-To-Suit Lease Transactions | Minimum rent payments and contingent rent expense under lease agreements accounted for as operating leases as build-to-suit lease transactions are as follows ( in thousands Year Ended January 28, January 30, January 31, 2017 2016 2015 Lease agreements accounted for as operating leases Minimum rent $ 87,520 $ 76,246 $ 75,654 Contingent rent 7,140 10,209 7,989 Total operating leases $ 94,660 $ 86,455 $ 83,643 Lease agreements accounted for as build-to-suit lease transactions (1) Minimum rent $ 16,066 $ 12,755 $ 7,375 Contingent rent 726 442 122 Total build-to-suit lease transactions $ 16,792 $ 13,197 $ 7,497 (1) As described in Note 3— Significant Accounting Policies |
Segment Reporting (Tables)
Segment Reporting (Tables) | 12 Months Ended |
Jan. 28, 2017 | |
Segment Reporting [Abstract] | |
Schedule of Segment Information to Evaluate Performance Internally | The following table presents the metrics reviewed by the CODM to evaluate performance internally as of and for the year ended January 28, 2017 (in thousands) RH Segment Waterworks Total Net revenues $ 2,060,044 $ 74,827 $ 2,134,871 Gross profit 656,191 23,596 679,787 Depreciation and amortization 54,480 2,515 56,995 Goodwill 124,374 49,229 173,603 Trademarks and domain names 48,524 52,100 100,624 Total assets 2,040,346 152,174 2,192,520 |
Schedule of Segment Operating Income and Income Before Tax | The following table shows segment operating income and income before tax for the year ended January 28, 2017 ( in thousands Operating income: RH Segment $ 105,274 Waterworks (2,360 ) Product line impairments (12,743 ) Legal claim (8,701 ) Impact of inventory step-up (6,835 ) Reorganization related costs (5,698 ) Aircraft impairment (4,767 ) Recall accrual (4,615 ) Non-cash compensation (3,672 ) Acquisition related costs (2,847 ) Operating income 53,036 Interest expense—net 44,482 Income before tax $ 8,554 |
Net Revenues | Net revenues in each category were as follows ( in thousands Year Ended January 28, January 30, January 31, 2017 2016 2015 Furniture $ 1,334,526 $ 1,295,486 $ 1,116,351 Non-furniture 800,345 813,520 751,071 Total net revenues $ 2,134,871 $ 2,109,006 $ 1,867,422 |
Selected Quarterly Financial 46
Selected Quarterly Financial Data (Tables) | 12 Months Ended |
Jan. 28, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of Quarterly Financial Data | Quarterly financial data for fiscal 2016 and fiscal 2015 are set forth below ( in thousands, except share and per share amounts Three Months Ended April 30, July 30, October 29, January 28, Fiscal 2016 2016 2016 2016 2017 Net revenues $ 455,456 $ 543,381 $ 549,328 $ 586,706 Gross profit 127,475 179,839 175,819 196,654 Net income (loss) (13,470 ) 6,918 2,517 9,436 Weighted-average shares used in computing basic net income (loss) per share 40,588,081 40,646,124 40,730,059 40,803,626 Basic net income (loss) per share $ (0.33 ) $ 0.17 $ 0.06 $ 0.23 Weighted-average shares used in computing diluted net income (loss) per share 40,588,081 40,820,495 40,926,450 41,000,760 Diluted net income (loss) per share $ (0.33 ) $ 0.17 $ 0.06 $ 0.23 Three Months Ended May 2, August 1, October 31, January 30, Fiscal 2015 2015 2015 2015 2016 Net revenues $ 422,445 $ 506,942 $ 532,411 $ 647,208 Gross profit 143,418 194,263 190,750 224,261 Net income 7,156 29,935 20,710 33,302 Weighted-average shares used in computing basic net income per share 39,913,946 40,045,850 40,282,734 40,522,242 Basic net income per share $ 0.18 $ 0.75 $ 0.51 $ 0.82 Weighted-average shares used in computing diluted net income per share 41,959,718 42,243,910 42,413,657 42,225,070 Diluted net income per share $ 0.17 $ 0.71 $ 0.49 $ 0.79 |
Nature of Business - Additional
Nature of Business - Additional Information (Detail) | Jan. 28, 2017GalleryStoreStateShowroom |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Number of retail Galleries | Gallery | 85 |
Number of outlet stores | Store | 28 |
Number of states | State | 32 |
Number of waterworks showrooms | Showroom | 15 |
Significant Accounting Polici48
Significant Accounting Policies - Additional Information (Detail) | 3 Months Ended | 12 Months Ended | ||||||||||
Jan. 28, 2017USD ($) | Jan. 28, 2017USD ($)AssetGroup | Jan. 30, 2016USD ($) | Jan. 31, 2015USD ($) | Oct. 29, 2016USD ($) | Jul. 30, 2016USD ($) | Jun. 30, 2016USD ($) | Apr. 30, 2016USD ($) | Jan. 31, 2016USD ($) | Jan. 30, 2016CAD | Feb. 01, 2014USD ($) | Jan. 31, 2014USD ($) | |
Summary Of Accounting Policies [Line Items] | ||||||||||||
Cash and cash equivalents | $ 87,023,000 | $ 87,023,000 | $ 331,467,000 | $ 145,686,000 | $ 47,135,000 | $ 37,163,000 | $ 234,668,000 | $ 331,467,000 | $ 13,389,000 | $ 13,389,000 | ||
Accounts payable and accrued expenses | 226,980,000 | $ 226,980,000 | 262,284,000 | 222,788,000 | 222,298,000 | 246,483,000 | ||||||
Cash and cash equivalents liquid investments, maturity date | 90 days or less | |||||||||||
Investment maturity period | 91 days | |||||||||||
Interest income | $ 2,300,000 | 1,500,000 | ||||||||||
Accretion of purchase discounts | 300,000 | 100,000 | ||||||||||
Amortization of purchase premiums | 1,300,000 | 1,200,000 | ||||||||||
Realize Gains (Losses) | 0 | 0 | ||||||||||
Dividends | 0 | 0 | ||||||||||
Cash and cash equivalent, FDIC insured amount | 250,000 | 250,000 | ||||||||||
Cash and cash equivalent, CDIC insured amount | CAD | CAD 100,000 | |||||||||||
Allowance for doubtful accounts | 2,400,000 | 2,400,000 | 2,300,000 | |||||||||
Inventory reserve balances | 33,200,000 | 33,200,000 | 19,300,000 | |||||||||
Charge related to recall of products | 4,615,000 | |||||||||||
Advertising expense | $ 79,800,000 | 107,700,000 | 114,700,000 | |||||||||
Amortization of catalog | 12 months | |||||||||||
Capitalized catalog costs and other current assets | 61,258,000 | $ 61,258,000 | 35,836,000 | |||||||||
Capitalized Interest | 2,400,000 | 2,300,000 | 1,600,000 | |||||||||
Capitalized interest related to amortization of Convertible Notes debt discount | $ 2,400,000 | 2,300,000 | 1,100,000 | |||||||||
Threshold for determining whether land rent expense is to be recorded for a Capital Lease | 25.00% | |||||||||||
Impairment to goodwill | $ 0 | 0 | 0 | |||||||||
Impairment to trademarks and domain names | $ 0 | 0 | 0 | |||||||||
Number of asset groups | AssetGroup | 2 | |||||||||||
Impairment charge on long-lived assets | $ 17,137,000 | 0 | 0 | |||||||||
Deferred rent and lease incentives | 60,439,000 | $ 60,439,000 | 53,986,000 | |||||||||
Revenue recognized on membership period | 1 year | |||||||||||
Customer deposits | 50.00% | |||||||||||
Revenue recognition, gift cards, breakage | $ 3,000,000 | 2,000,000 | 3,100,000 | |||||||||
Liabilities related to health care coverage | 2,800,000 | 2,800,000 | 2,100,000 | |||||||||
Liabilities related to workers' compensation | 3,100,000 | 3,100,000 | 3,000,000 | |||||||||
Reclassification of non current assets | 2,100,000 | |||||||||||
Deferred Profit Sharing [Member] | ||||||||||||
Summary Of Accounting Policies [Line Items] | ||||||||||||
Deferred rent and lease incentives | $ 9,200,000 | |||||||||||
RHCA Integration Into RH Platform [Member] | ||||||||||||
Summary Of Accounting Policies [Line Items] | ||||||||||||
Liability for lease losses | 3,200,000 | $ 3,200,000 | ||||||||||
Inventory impairment | 2,700,000 | |||||||||||
Other associated costs | 300,000 | |||||||||||
Restructuring related costs impact to cost of goods sold | 1,100,000 | |||||||||||
Restructuring related costs impact to selling, general and administrative expenses | 10,600,000 | |||||||||||
Computer Software [Member] | Maximum [Member] | ||||||||||||
Summary Of Accounting Policies [Line Items] | ||||||||||||
Property and Equipment, Useful Life | 10 years | |||||||||||
Computer Software [Member] | Minimum [Member] | ||||||||||||
Summary Of Accounting Policies [Line Items] | ||||||||||||
Property and Equipment, Useful Life | 3 years | |||||||||||
Capitalized Property and Equipment [Member] | RHCA Integration Into RH Platform [Member] | ||||||||||||
Summary Of Accounting Policies [Line Items] | ||||||||||||
Restructuring related costs, including loss on disposal | 5,500,000 | |||||||||||
Other Current Liabilities [Member] | ||||||||||||
Summary Of Accounting Policies [Line Items] | ||||||||||||
Product recall accrual | 4,300,000 | $ 4,300,000 | ||||||||||
Other Non-Current Obligations [Member] | RHCA Integration Into RH Platform [Member] | ||||||||||||
Summary Of Accounting Policies [Line Items] | ||||||||||||
Liability for lease losses | 3,200,000 | 3,200,000 | ||||||||||
Net Revenues [Member] | ||||||||||||
Summary Of Accounting Policies [Line Items] | ||||||||||||
Charge related to recall of products | 3,500,000 | |||||||||||
Cost of Goods Sold [Member] | ||||||||||||
Summary Of Accounting Policies [Line Items] | ||||||||||||
Charge related to recall of products | 500,000 | |||||||||||
Selling, General and Administrative Expenses [Member] | ||||||||||||
Summary Of Accounting Policies [Line Items] | ||||||||||||
Charge related to recall of products | $ 600,000 | |||||||||||
Impairment charge, reclassified | $ 4,800,000 | |||||||||||
Adjustment [Member] | ||||||||||||
Summary Of Accounting Policies [Line Items] | ||||||||||||
Cash and cash equivalents | (18,430,000) | $ (3,248,000) | (8,291,000) | (514,000) | (2,488,000) | $ (18,430,000) | ||||||
Accounts payable and accrued expenses | $ (18,430,000) | $ (8,291,000) | $ (514,000) | $ (2,488,000) |
Significant Accounting Polici49
Significant Accounting Policies - Effect of Corrections in Condensed Consolidated Balance Sheets (Detail) - USD ($) $ in Thousands | Jan. 28, 2017 | Oct. 29, 2016 | Jul. 30, 2016 | Apr. 30, 2016 | Jan. 31, 2016 | Jan. 30, 2016 | Jan. 31, 2015 | Feb. 01, 2014 | Jan. 31, 2014 |
Error Corrections And Prior Period Adjustments Restatement [Line Items] | |||||||||
Cash and cash equivalents | $ 87,023 | $ 47,135 | $ 37,163 | $ 234,668 | $ 331,467 | $ 331,467 | $ 145,686 | $ 13,389 | $ 13,389 |
Total current assets | 1,138,257 | 1,143,513 | 1,148,650 | 1,241,947 | 1,295,247 | ||||
Total assets | 2,192,520 | 2,148,010 | 2,088,127 | 2,048,520 | 2,067,944 | ||||
Accounts payable and accrued expenses | 226,980 | 222,788 | 222,298 | 246,483 | 262,284 | ||||
Total current liabilities | 416,169 | 411,130 | 404,735 | 404,449 | 434,125 | ||||
Total liabilities | $ 1,272,651 | 1,245,832 | 1,195,169 | 1,168,992 | 1,181,784 | ||||
As Reported [Member] | |||||||||
Error Corrections And Prior Period Adjustments Restatement [Line Items] | |||||||||
Cash and cash equivalents | 55,426 | 37,677 | 237,156 | 349,897 | 349,897 | 148,934 | $ 13,389 | ||
Total current assets | 1,151,804 | 1,149,164 | 1,244,435 | 1,313,677 | |||||
Total assets | 2,156,301 | 2,088,641 | 2,051,008 | 2,086,374 | |||||
Accounts payable and accrued expenses | 231,079 | 222,812 | 248,971 | 280,714 | |||||
Total current liabilities | 419,421 | 405,249 | 406,937 | 452,555 | |||||
Total liabilities | 1,254,123 | 1,195,683 | 1,171,480 | 1,200,214 | |||||
Adjustment [Member] | |||||||||
Error Corrections And Prior Period Adjustments Restatement [Line Items] | |||||||||
Cash and cash equivalents | (8,291) | (514) | (2,488) | $ (18,430) | (18,430) | $ (3,248) | |||
Total current assets | (8,291) | (514) | (2,488) | (18,430) | |||||
Total assets | (8,291) | (514) | (2,488) | (18,430) | |||||
Accounts payable and accrued expenses | (8,291) | (514) | (2,488) | (18,430) | |||||
Total current liabilities | (8,291) | (514) | (2,488) | (18,430) | |||||
Total liabilities | $ (8,291) | $ (514) | $ (2,488) | $ (18,430) |
Significant Accounting Polici50
Significant Accounting Policies - Effect of Corrections in Condensed Consolidated Statements of Cash Flows (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 9 Months Ended | 12 Months Ended | |||
Apr. 30, 2016 | Jul. 30, 2016 | Oct. 29, 2016 | Jan. 28, 2017 | Jan. 30, 2016 | Jan. 31, 2015 | Jan. 31, 2015 | |
Cash flows from operating activities: | |||||||
Change in accounts payable and accrued expenses | $ (14,604) | $ (63,483) | $ (63,435) | $ (50,307) | $ 29,196 | $ 22,222 | $ 22,222 |
Net cash provided by operating activities | (90,350) | (73,649) | (18,985) | 78,845 | 126,704 | 79,243 | 79,243 |
Cash and cash equivalents: | |||||||
Beginning of period | 331,467 | 331,467 | 331,467 | 331,467 | 145,686 | 13,389 | 13,389 |
End of period | 234,668 | 37,163 | 47,135 | 87,023 | 331,467 | 145,686 | 145,686 |
As Reported [Member] | |||||||
Cash flows from operating activities: | |||||||
Change in accounts payable and accrued expenses | (30,546) | (81,399) | (73,574) | 44,378 | 25,470 | ||
Net cash provided by operating activities | (106,292) | (91,565) | (29,124) | 141,886 | 82,491 | ||
Cash and cash equivalents: | |||||||
Beginning of period | 349,897 | 349,897 | 349,897 | 349,897 | 148,934 | 13,389 | |
End of period | 237,156 | 37,677 | 55,426 | 349,897 | 148,934 | 148,934 | |
Adjustment [Member] | |||||||
Cash flows from operating activities: | |||||||
Change in accounts payable and accrued expenses | 15,942 | 17,916 | 10,139 | (15,182) | (3,248) | ||
Net cash provided by operating activities | 15,942 | 17,916 | 10,139 | (15,182) | (3,248) | ||
Cash and cash equivalents: | |||||||
Beginning of period | (18,430) | (18,430) | (18,430) | $ (18,430) | (3,248) | ||
End of period | $ (2,488) | $ (514) | $ (8,291) | $ (18,430) | $ (3,248) | $ (3,248) |
Significant Accounting Polici51
Significant Accounting Policies - Effect of Corrections in Unaudited Condensed Consolidated Statements of Cash Flows (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 9 Months Ended | 12 Months Ended | |||
Apr. 30, 2016 | Jul. 30, 2016 | Oct. 29, 2016 | Jan. 28, 2017 | Jan. 30, 2016 | Jan. 31, 2015 | Jan. 31, 2015 | |
Cash flows from operating activities: | |||||||
Change in accounts payable and accrued expenses | $ (14,604) | $ (63,483) | $ (63,435) | $ (50,307) | $ 29,196 | $ 22,222 | $ 22,222 |
Net cash provided by operating activities | (90,350) | (73,649) | (18,985) | 78,845 | 126,704 | 79,243 | 79,243 |
Cash and cash equivalents: | |||||||
Beginning of period | 331,467 | 331,467 | 331,467 | 331,467 | 145,686 | 13,389 | 13,389 |
End of period | 234,668 | 37,163 | 47,135 | 87,023 | 331,467 | 145,686 | 145,686 |
As Reported [Member] | |||||||
Cash flows from operating activities: | |||||||
Change in accounts payable and accrued expenses | (30,546) | (81,399) | (73,574) | 44,378 | 25,470 | ||
Net cash provided by operating activities | (106,292) | (91,565) | (29,124) | 141,886 | 82,491 | ||
Cash and cash equivalents: | |||||||
Beginning of period | 349,897 | 349,897 | 349,897 | 349,897 | 148,934 | 13,389 | |
End of period | 237,156 | 37,677 | 55,426 | 349,897 | 148,934 | 148,934 | |
Adjustment [Member] | |||||||
Cash flows from operating activities: | |||||||
Change in accounts payable and accrued expenses | 15,942 | 17,916 | 10,139 | (15,182) | (3,248) | ||
Net cash provided by operating activities | 15,942 | 17,916 | 10,139 | (15,182) | (3,248) | ||
Cash and cash equivalents: | |||||||
Beginning of period | (18,430) | (18,430) | (18,430) | $ (18,430) | (3,248) | ||
End of period | $ (2,488) | $ (514) | $ (8,291) | $ (18,430) | $ (3,248) | $ (3,248) |
Significant Accounting Polici52
Significant Accounting Policies - Schedule of Property and Equipment Useful Lives (Detail) | 12 Months Ended |
Jan. 28, 2017 | |
Building and Building Improvements [Member] | |
Property, Plant and Equipment [Line Items] | |
Property and Equipment, Useful Life | 40 years |
Minimum [Member] | Machinery, Equipment and Aircraft [Member] | |
Property, Plant and Equipment [Line Items] | |
Property and Equipment, Useful Life | 3 years |
Minimum [Member] | Furniture, Fixtures and Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Property and Equipment, Useful Life | 3 years |
Minimum [Member] | Computer Software [Member] | |
Property, Plant and Equipment [Line Items] | |
Property and Equipment, Useful Life | 3 years |
Maximum [Member] | Machinery, Equipment and Aircraft [Member] | |
Property, Plant and Equipment [Line Items] | |
Property and Equipment, Useful Life | 10 years |
Maximum [Member] | Furniture, Fixtures and Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Property and Equipment, Useful Life | 7 years |
Maximum [Member] | Computer Software [Member] | |
Property, Plant and Equipment [Line Items] | |
Property and Equipment, Useful Life | 10 years |
Significant Accounting Polici53
Significant Accounting Policies - Summary of Allowance for Sales Returns, Net of Cost of Goods Sold (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 28, 2017 | Jan. 30, 2016 | Jan. 31, 2015 | |
Balance at beginning of fiscal year | $ 12,688 | $ 10,235 | $ 12,142 |
Provision for sales returns | 106,508 | 104,028 | 87,217 |
Actual sales returns | (109,642) | (101,575) | (89,124) |
Balance at end of fiscal year | 10,077 | 12,688 | $ 10,235 |
Waterworks [Member] | |||
Balance at beginning of fiscal year | $ 523 | ||
Balance at end of fiscal year | $ 523 |
Business Combination - Addition
Business Combination - Additional Information (Detail) - USD ($) $ in Thousands | May 27, 2016 | Jan. 28, 2017 | Jan. 28, 2017 |
Business Acquisition [Line Items] | |||
Acquisition-related costs | $ 2,847 | ||
Design Investors WW Acquisition Company, LLC [Member] | |||
Business Acquisition [Line Items] | |||
Purchase price of acquisition | $ 119,900 | ||
Cash portion of purchase price | 118,400 | ||
Fair value of shares issued to acquire business | $ 1,500 | ||
Acquisition-related costs | 2,800 | ||
Increase in carrying value of acquired finished goods inventory | $ 10,800 | $ 10,800 | |
Revenue of acquiree since acquisition date | $ 74,800 | ||
Design Investors WW Acquisition Company, LLC [Member] | Minimum [Member] | |||
Business Acquisition [Line Items] | |||
Total equity interest acquired | 90.00% |
Business Combination - Summary
Business Combination - Summary of Purchase Price Allocation Based on Estimated Fair Value of Acquired Assets and Assumed Liabilities (Detail) - USD ($) $ in Thousands | Jan. 28, 2017 | May 27, 2016 | Jan. 30, 2016 |
Business Acquisition [Line Items] | |||
Goodwill | $ 173,603 | $ 124,301 | |
Design Investors WW Acquisition Company, LLC [Member] | |||
Business Acquisition [Line Items] | |||
Tangible assets acquired and liabilities assumed | $ 18,615 | ||
Trademarks | 52,100 | 52,100 | |
Goodwill | $ 49,200 | 49,229 | |
Total | $ 119,944 |
Prepaid Expense and Other Ass56
Prepaid Expense and Other Assets - Prepaid Expense and Other Current Assets (Detail) - USD ($) $ in Thousands | Jan. 28, 2017 | Jan. 30, 2016 |
Prepaid Expense And Other Assets Current [Abstract] | ||
Capitalized catalog costs | $ 61,258 | $ 35,836 |
Vendor deposits | 13,276 | 22,959 |
Federal tax receivable | 13,124 | |
Prepaid expense and other current assets | 29,504 | 20,225 |
Total prepaid expense and other current assets | $ 117,162 | $ 79,020 |
Prepaid Expense And Other Ass57
Prepaid Expense And Other Assets - Schedule of Other Non-Current Assets (Detail) - USD ($) $ in Thousands | Jan. 28, 2017 | Jan. 30, 2016 |
Other Assets Noncurrent [Abstract] | ||
Construction related deposits | $ 28,044 | $ 15,384 |
Other deposits | 4,706 | 3,635 |
Deferred financing fees | 1,530 | 2,236 |
Other non-current assets | 1,889 | 4,207 |
Total other non-current assets | $ 36,169 | $ 25,462 |
Property and Equipment - Schedu
Property and Equipment - Schedule of Property and Equipment (Detail) - USD ($) $ in Thousands | Jan. 28, 2017 | Jan. 30, 2016 |
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 916,159 | $ 691,027 |
Less-accumulated depreciation and amortization | (234,103) | (175,422) |
Total property and equipment—net | 682,056 | 515,605 |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 439,574 | 336,995 |
Computer Software [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 120,051 | 96,618 |
Furniture, Fixtures and Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 73,730 | 49,650 |
Machinery, Equipment and Aircraft [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 50,979 | 32,190 |
Land [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 11,396 | 11,188 |
Building and Building Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 10,113 | 9,811 |
Build-to-Suit Property [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 202,713 | 146,550 |
Building and Equipment under Capital Leases [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 7,603 | 8,025 |
Less-accumulated depreciation and amortization | $ (1,600) | $ (1,600) |
Property and Equipment - Sche59
Property and Equipment - Schedule of Property and Equipment (Parenthetical) (Detail) - USD ($) $ in Thousands | Jan. 28, 2017 | Jan. 30, 2016 |
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 916,159 | $ 691,027 |
Sale lease back liability | 74,900 | |
Accumulated amortization | 234,103 | 175,422 |
Construction in Progress [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 68,400 | 51,100 |
Building and Equipment under Capital Leases [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 7,603 | 8,025 |
Accumulated amortization | $ 1,600 | $ 1,600 |
Property and Equipment - Additi
Property and Equipment - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Jan. 28, 2017 | Jan. 30, 2016 | Jan. 31, 2015 | |
Property Plant And Equipment [Abstract] | |||
Depreciation expense | $ 56.9 | $ 44.2 | $ 33.7 |
Goodwill and Intangible Asset61
Goodwill and Intangible Assets - Goodwill and Intangible Assets (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Jan. 28, 2017 | Jan. 30, 2016 | |
Finite-Lived Intangible Assets [Line Items] | ||
Finite Lived, Gross Carrying Amount | $ 458 | $ 457 |
Finite Lived, Accumulated Amortization | (442) | (408) |
Finite Lived, Net Book Value | 16 | 49 |
Goodwill, Gross Carrying Amount | 173,690 | 124,461 |
Goodwill, Foreign Currency Translation | (87) | (160) |
Goodwill, Net Book Value | 173,603 | 124,301 |
Indefinite Lived, Gross Carrying Amount | 100,624 | 48,309 |
Indefinite Lived, Net Book Value | 100,624 | 48,309 |
Fair Market Write-Down, Gross Carrying Amount | (1,467) | (1,467) |
Fair Market Write-Down, Accumulated Amortization | 1,350 | 1,289 |
Fair Market Write-Down, Net Book Value | (117) | (178) |
Trademarks and Domain Names [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Indefinite Lived, Gross Carrying Amount | 100,624 | 48,309 |
Indefinite Lived, Foreign Currency Translation | 0 | |
Indefinite Lived, Net Book Value | 100,624 | 48,309 |
Fair Market Write-Up [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite Lived, Gross Carrying Amount | 1,925 | 1,924 |
Finite Lived, Accumulated Amortization | (1,792) | (1,697) |
Finite Lived, Net Book Value | $ 133 | $ 227 |
Goodwill and Intangible Asset62
Goodwill and Intangible Assets - Goodwill and Intangible Assets (Parenthetical) (Detail) - USD ($) $ in Thousands | Jan. 28, 2017 | May 27, 2016 | Jan. 30, 2016 |
Finite-Lived Intangible Assets [Line Items] | |||
Goodwill | $ 173,603 | $ 124,301 | |
Design Investors WW Acquisition Company, LLC [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Goodwill | 49,200 | $ 49,229 | |
Trademarks | $ 52,100 | $ 52,100 |
Goodwill and Intangible Asset63
Goodwill and Intangible Assets - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Jan. 28, 2017 | Jan. 30, 2016 | Jan. 31, 2015 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |||
Amortization expense related to intangible assets | $ 0.1 | $ 0.3 | $ 0.7 |
Accounts Payable, Accrued Exp64
Accounts Payable, Accrued Expenses and Other Current Liabilities - Accounts Payable and Accrued Expenses (Detail) - USD ($) $ in Thousands | Jan. 28, 2017 | Oct. 29, 2016 | Jul. 30, 2016 | Apr. 30, 2016 | Jan. 30, 2016 |
Payables And Accruals [Abstract] | |||||
Accounts payable | $ 134,720 | $ 156,594 | |||
Accrued freight and duty | 27,955 | 27,230 | |||
Accrued compensation | 26,886 | 27,698 | |||
Accrued sales taxes | 14,908 | 19,269 | |||
Accrued occupancy | 8,137 | 15,095 | |||
Accrued catalog costs | 3,874 | 5,988 | |||
Accrued professional fees | 2,082 | 2,736 | |||
Other accrued expenses | 8,418 | 7,674 | |||
Total accounts payable and accrued expenses | $ 226,980 | $ 222,788 | $ 222,298 | $ 246,483 | $ 262,284 |
Accounts Payable, Accrued Exp65
Accounts Payable, Accrued Expenses and Other Current Liabilities - Schedule of Other Current Liabilities (Detail) - USD ($) $ in Thousands | Jan. 28, 2017 | Jan. 30, 2016 | Jan. 31, 2015 | Feb. 01, 2014 |
Payables And Accruals [Abstract] | ||||
Unredeemed gift card and merchandise credit liability | $ 24,524 | $ 24,364 | ||
Allowance for sales returns | 10,077 | 12,688 | $ 10,235 | $ 12,142 |
Product recall reserve | 4,324 | |||
Federal and state tax payable | 619 | 27,838 | ||
Other liabilities | 3,727 | 182 | ||
Total other current liabilities | $ 43,271 | $ 65,072 |
Other Non-Current Obligations -
Other Non-Current Obligations - Schedule of Other Non-Current Obligations (Detail) - USD ($) $ in Thousands | Jan. 28, 2017 | Jan. 30, 2016 | |
Other Liabilities Noncurrent [Abstract] | |||
Notes payable for share repurchases | $ 19,390 | $ 19,523 | |
Deferred contract incentive | [1] | 7,739 | |
Capital lease obligations—non-current | 7,242 | 7,399 | |
Unrecognized tax benefits | 2,508 | 1,125 | |
Rollover units and profit interests | [2] | 1,784 | |
Other non-current obligations | 6,021 | 1,302 | |
Total other non-current obligations | $ 44,684 | $ 29,349 | |
[1] | Represents the non-current portion of an incentive payment received in relation to a 5-year service agreement. The amount will be amortized over the term of the agreement. | ||
[2] | Represents rollover units and profit interests associated with the acquisition of Waterworks. Refer to Note 16—Stock-Based Compensation. |
Other Non-Current Obligations67
Other Non-Current Obligations - Schedule of Other Non-Current Obligations (Parenthetical) (Detail) | 12 Months Ended |
Jan. 28, 2017 | |
Other Liabilities Noncurrent [Abstract] | |
Incentive payment service agreement period | 5 years |
Convertible Senior Notes - Addi
Convertible Senior Notes - Additional Information (Detail) $ / shares in Units, shares in Millions | Jun. 18, 2014USD ($)dDerivative$ / shares$ / Derivativeshares | Jun. 30, 2015USD ($)dDerivative$ / shares$ / Derivativeshares | Jan. 28, 2017USD ($) | Jan. 30, 2016USD ($) | Jan. 31, 2015USD ($) | Jul. 31, 2015USD ($) | Jun. 30, 2014USD ($) |
Debt Instrument [Line Items] | |||||||
Amortization of debt discount | $ 28,822,000 | $ 22,114,000 | $ 7,969,000 | ||||
Total cost of convertible note hedge transactions | 68,250,000 | 73,325,000 | |||||
Cash proceeds from sale of warrants | 30,390,000 | 40,390,000 | |||||
Convertible Senior Notes Due 2020 [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, principal amount | 300,000,000 | 300,000,000 | |||||
Deemed elected combination settlement amount per note to be received upon conversion | $ 1,000 | ||||||
Debt instrument, effective interest rate | 6.47% | ||||||
Discounts and commissions payable | $ 3,800,000 | 60,124,000 | 75,113,000 | ||||
Third party offering costs | $ 2,300,000 | ||||||
Amortization of debt issuance costs | 1,000,000 | 600,000 | |||||
Amortization of debt discount | $ 15,000,000 | 8,900,000 | |||||
Warrants sold to purchase common stock | shares | 5.1 | ||||||
Cash proceeds from sale of warrants | $ 30,400,000 | ||||||
Warrants price per share | $ / shares | $ 189 | ||||||
Convertible Senior Notes Due 2020 [Member] | Convertible Bond Hedge and Warrant Transactions [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Conversion price per share | $ / shares | $ 189 | ||||||
Convertible note hedge, number of shares | Derivative | 5,100,000 | ||||||
Convertible note hedge, price per share | $ / Derivative | 118.13 | ||||||
Convertible note hedge, description | The Company entered into convertible note hedge transactions whereby the Company has the option to purchase a total of approximately 5.1 million shares of its common stock at a price of approximately $118.13 per share | ||||||
Convertible note hedge, inception Date | Jun. 30, 2015 | ||||||
Total cost of convertible note hedge transactions | $ 68,300,000 | ||||||
Deferred tax liability | $ 32,800,000 | ||||||
Deferred tax asset | $ 26,600,000 | ||||||
Convertible Senior Notes Due 2020 [Member] | Convertible Debt Instrument Conversion Period One [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, convertible trading days | d | 20 | ||||||
Debt instrument, convertible consecutive trading days | 30 days | ||||||
Debt instrument, convertible percentage of stock price | 130.00% | ||||||
Convertible Senior Notes Due 2020 [Member] | Convertible Debt Instrument Conversion Period Two [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, convertible trading days | d | 5 | ||||||
Debt instrument, convertible consecutive trading days | 10 days | ||||||
Debt instrument, convertible percentage of stock price | 98.00% | ||||||
Convertible Senior Notes Due 2020 [Member] | Convertible Debt Instrument Conversion Period Three [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, convertible earliest date | Mar. 15, 2020 | ||||||
Convertible Senior Notes Due 2020 [Member] | Common Stock [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, initial conversion rate | 8.4656 | ||||||
Debt instrument, conversion principal amount | $ 1,000 | ||||||
Conversion price per share | $ / shares | $ 118.13 | ||||||
Debt instrument, conversion description | The initial conversion rate applicable to the 2020 Notes is 8.4656 shares of common stock per $1,000 principal amount of 2020 Notes, which is equivalent to an initial conversion price of approximately $118.13 per share. | ||||||
Convertible Senior Notes Due 2019 [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, principal amount | $ 350,000,000 | 350,000,000 | |||||
Debt instrument, convertible earliest date | Mar. 15, 2019 | ||||||
Deemed elected combination settlement amount per note to be received upon conversion | $ 1,000 | ||||||
Debt instrument, effective interest rate | 4.51% | ||||||
Discounts and commissions payable | $ 4,400,000 | $ 35,457,000 | 49,289,000 | ||||
Third party offering costs | $ 1,000,000 | ||||||
Amortization of debt issuance costs | 800,000 | 800,000 | 500,000 | ||||
Amortization of debt discount | $ 13,800,000 | $ 13,200,000 | $ 8,000,000 | ||||
Warrants sold to purchase common stock | shares | 3 | ||||||
Cash proceeds from sale of warrants | $ 40,400,000 | ||||||
Warrants price per share | $ / shares | $ 171.98 | ||||||
Convertible Senior Notes Due 2019 [Member] | Convertible Bond Hedge and Warrant Transactions [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Convertible note hedge, number of shares | Derivative | 3,000,000 | ||||||
Convertible note hedge, price per share | $ / Derivative | 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 | $ 73,300,000 | ||||||
Deferred tax liability | $ 27,500,000 | ||||||
Deferred tax asset | $ 28,600,000 | ||||||
Conversion price per share, two | $ / shares | $ 171.98 | ||||||
Convertible Senior Notes Due 2019 [Member] | Convertible Debt Instrument Conversion Period One [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, convertible trading days | d | 20 | ||||||
Debt instrument, convertible consecutive trading days | 30 days | ||||||
Debt instrument, convertible percentage of stock price | 130.00% | ||||||
Convertible Senior Notes Due 2019 [Member] | Convertible Debt Instrument Conversion Period Two [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, convertible trading days | d | 5 | ||||||
Debt instrument, convertible consecutive trading days | 10 days | ||||||
Debt instrument, convertible percentage of stock price | 98.00% | ||||||
Convertible Senior Notes Due 2019 [Member] | Convertible Debt Instrument Conversion Period Three [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, convertible earliest date | Mar. 15, 2019 | ||||||
Convertible Senior Notes Due 2019 [Member] | Common Stock [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, initial conversion rate | 8.6143 | ||||||
Debt instrument, conversion principal amount | $ 1,000 | ||||||
Conversion price per share | $ / shares | $ 116.09 | ||||||
Debt instrument, conversion description | The initial conversion rate applicable to the 2019 Notes is 8.6143 shares of common stock per $1,000 principal amount of 2019 Notes, which is equivalent to an initial conversion price of approximately $116.09 per share | ||||||
Private Placement [Member] | Convertible Senior Notes Due 2020 [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, principal amount | $ 250,000,000 | ||||||
Debt instrument, interest rate | 0.00% | ||||||
Debt instrument, maturity date | Jul. 15, 2020 | ||||||
Private Placement [Member] | Convertible Senior Notes Due 2019 [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, principal amount | $ 350,000,000 | ||||||
Debt instrument, interest rate | 0.00% | ||||||
Debt instrument, maturity date | Jun. 15, 2019 | ||||||
Exercise of Over Allotment Option in Private Placement [Member] | Convertible Senior Notes Due 2020 [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, principal amount | $ 50,000,000 |
Convertible Senior Notes - Carr
Convertible Senior Notes - Carrying Values of Notes Excluding the Discounts upon Original Issuance and Third Party Offering Costs (Detail) - Convertible Senior Notes Due 2020 [Member] - USD ($) $ in Thousands | Jan. 28, 2017 | Jan. 30, 2016 | Jun. 30, 2015 |
Liability component | |||
Principal | $ 300,000 | $ 300,000 | |
Less: Debt discount | (60,124) | (75,113) | $ (3,800) |
Net carrying amount | 239,876 | 224,887 | |
Equity component | $ 84,003 | $ 84,003 |
Convertible Senior Notes - Ca70
Convertible Senior Notes - Carrying Value of Notes Excluding the Discounts and Commissions Payable to the Initial Purchasers and Third Party Offering Costs (Detail) - Convertible Senior Notes Due 2019 [Member] - USD ($) $ in Thousands | Jan. 28, 2017 | Jan. 30, 2016 | Jun. 18, 2014 |
Liability component | |||
Principal | $ 350,000 | $ 350,000 | |
Less: Debt discount | (35,457) | (49,289) | $ (4,400) |
Net carrying amount | 314,543 | 300,711 | |
Equity component | $ 70,482 | $ 70,482 |
Line of Credit - Additional Inf
Line of Credit - Additional Information (Detail) - USD ($) | Nov. 24, 2014 | Jan. 28, 2017 | Jan. 30, 2016 |
Line of Credit Facility [Line Items] | |||
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% | ||
Outstanding revolving line of credit | $ 0 | ||
Outstanding letters of credit | 14,400,000 | $ 15,000,000 | |
Undrawn borrowing availability under the revolving line of credit | $ 535,200,000 | ||
Tenth Amended And Restated Credit Agreement [Member] | |||
Line of Credit Facility [Line Items] | |||
Agreement, date | Nov. 24, 2014 | ||
Amended Credit Agreement [Member] | |||
Line of Credit Facility [Line Items] | |||
Unamortized deferred financing fees written off / expensed | $ 200,000 | ||
Amended and restated credit agreement maturity date | Nov. 24, 2019 | ||
Revolving Credit Facility [Member] | |||
Line of Credit Facility [Line Items] | |||
Unamortized deferred financing fees | 900,000 | ||
Revolving Credit Facility [Member] | Tenth Amended And Restated Credit Agreement [Member] | |||
Line of Credit Facility [Line Items] | |||
Increase in revolving line of credit | 182,500,000 | ||
Revolving Credit Facility [Member] | Tenth Amended And Restated Credit Agreement [Member] | Restoration Hardware, Inc. [Member] | Scenario, Plan Subject to Satisfaction of Conditions [Member] | |||
Line of Credit Facility [Line Items] | |||
Increase in revolving line of credit | 200,000,000 | ||
Term Loan Facility [Member] | Tenth Amended And Restated Credit Agreement [Member] | |||
Line of Credit Facility [Line Items] | |||
Elimination of term loan facility | $ 15,000,000 |
Fair Value of Financial Instr72
Fair Value of Financial Instruments - Schedule of Assets Measured at Fair Value (Detail) - USD ($) $ in Thousands | Jan. 28, 2017 | Jan. 30, 2016 |
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Total cash equivalents | $ 8,003 | $ 46,796 |
Total | 183,892 | 199,651 |
Money market funds [Member] | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Total cash equivalents | 2,510 | 70 |
Commercial paper [Member] | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Total cash equivalents | 5,493 | 46,726 |
Level 1 [Member] | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Total cash equivalents | 2,510 | 70 |
Total | 5,063 | 29,910 |
Level 1 [Member] | Money market funds [Member] | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Total cash equivalents | 2,510 | 70 |
Level 2 [Member] | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Total cash equivalents | 5,493 | 46,726 |
Total | 178,829 | 169,741 |
Level 2 [Member] | Commercial paper [Member] | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Total cash equivalents | 5,493 | 46,726 |
Short-term investments [Member] | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Total investments | 142,677 | 130,801 |
Short-term investments [Member] | Commercial paper [Member] | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Total investments | 34,534 | 15,488 |
Short-term investments [Member] | Government agency obligations [Member] | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Total investments | 108,143 | 115,313 |
Short-term investments [Member] | Level 1 [Member] | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Total investments | 2,553 | 22,011 |
Short-term investments [Member] | Level 1 [Member] | Government agency obligations [Member] | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Total investments | 2,553 | 22,011 |
Short-term investments [Member] | Level 2 [Member] | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Total investments | 140,124 | 108,790 |
Short-term investments [Member] | Level 2 [Member] | Commercial paper [Member] | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Total investments | 34,534 | 15,488 |
Short-term investments [Member] | Level 2 [Member] | Government agency obligations [Member] | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Total investments | 105,590 | 93,302 |
Long-term investments [Member] | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Total investments | 33,212 | 22,054 |
Long-term investments [Member] | Government agency obligations [Member] | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Total investments | 33,212 | 22,054 |
Long-term investments [Member] | Level 1 [Member] | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Total investments | 7,829 | |
Long-term investments [Member] | Level 1 [Member] | Government agency obligations [Member] | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Total investments | 7,829 | |
Long-term investments [Member] | Level 2 [Member] | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Total investments | 33,212 | 14,225 |
Long-term investments [Member] | Level 2 [Member] | Government agency obligations [Member] | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Total investments | $ 33,212 | $ 14,225 |
Fair Value of Financial Instr73
Fair Value of Financial Instruments - Schedule of Available-for-sale Securities Maturities (Detail) - USD ($) $ in Thousands | Jan. 28, 2017 | Jan. 30, 2016 |
Cost range of maturity | ||
Cost due within 1 year | $ 148,155 | $ 177,564 |
Cost due in 1 to 2 years | 33,238 | 22,033 |
Fair value range of maturity | ||
Fair value due within 1 year | 148,170 | 177,527 |
Fair value due in 1 to 2 years | $ 33,212 | $ 22,054 |
Fair Value of Financial Instr74
Fair Value of Financial Instruments - Additional Information (Detail) - USD ($) | 12 Months Ended | |
Jan. 28, 2017 | Jan. 30, 2016 | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Transfers out of Level 1 into Level 2 | $ 0 | $ 0 |
Transfers out of Level 2 into Level 1 | 0 | 0 |
Level 3 [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Fair value measurement, purchases, sales, issuances, or settlements | $ 0 | $ 0 |
Fair Value of Financial Instr75
Fair Value of Financial Instruments - Estimated Fair Value and Carrying Value of 2019 and 2020 Notes (Detail) - USD ($) $ in Thousands | Jan. 28, 2017 | Jan. 30, 2016 |
Convertible Senior Notes Due 2019 [Member] | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Convertible senior notes, Fair Value | $ 295,381 | $ 257,624 |
Convertible senior notes, Carrying Value | 314,543 | 300,711 |
Convertible Senior Notes Due 2020 [Member] | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Convertible senior notes, Fair Value | 232,463 | 198,635 |
Convertible senior notes, Carrying Value | $ 239,876 | $ 224,887 |
Income Taxes - Summary of Incom
Income Taxes - Summary of Income Tax Expense (Benefit) (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 28, 2017 | Jan. 30, 2016 | Jan. 31, 2015 | |
Current | |||
Current, Federal | $ 751 | $ 55,676 | $ 45,611 |
Current, State | 2,410 | 9,112 | 9,235 |
Current, Foreign | 694 | 227 | (596) |
Total current tax expense | 3,855 | 65,015 | 54,250 |
Deferred | |||
Deferred, Federal | 2,109 | (5,691) | 3,895 |
Deferred, State | (2,414) | (648) | (973) |
Deferred, Foreign | (397) | 105 | 1 |
Total deferred tax expense (benefit) | (702) | (6,234) | 2,923 |
Total income tax expense | $ 3,153 | $ 58,781 | $ 57,173 |
Income Taxes - Schedule of Reco
Income Taxes - Schedule of Reconciliation of Federal Statutory Tax Rate to Company's Effective Tax Rate (Detail) | 12 Months Ended | ||
Jan. 28, 2017 | Jan. 30, 2016 | Jan. 31, 2015 | |
Income Tax Disclosure [Abstract] | |||
Provision at federal statutory tax rate | 35.00% | 35.00% | 35.00% |
State income taxes-net of federal tax impact | 4.80% | 3.70% | 4.00% |
Donation of appreciated property | (8.70%) | ||
Meals and entertainment | 5.00% | 0.20% | 0.20% |
Aircraft expenses | 3.30% | 0.10% | |
Transaction costs | 2.60% | ||
Other permanent items | 2.80% | 0.10% | 0.10% |
Valuation allowance | 0.90% | ||
Tax rate adjustments | (5.80%) | 0.10% | (0.40%) |
Foreign income | (4.20%) | (0.10%) | (0.30%) |
Net adjustments to tax accruals and other | 1.20% | 0.10% | |
Effective tax rate | 36.90% | 39.20% | 38.60% |
Income Taxes - Components of De
Income Taxes - Components of Deferred Tax Assets and Liabilities (Detail) - USD ($) $ in Thousands | Jan. 28, 2017 | Jan. 30, 2016 |
Non-current deferred tax assets (liabilities) | ||
Stock-based compensation | $ 37,804 | $ 32,248 |
Inventory | 37,198 | 29,430 |
Deferred lease credits | 25,457 | 20,074 |
Accrued expense | 18,024 | 18,964 |
Deferred revenue | 1,887 | 1,800 |
Charitable contributions | 1,877 | |
U.S. impact of Canadian transfer pricing | 1,404 | 1,420 |
Net operating loss carryforwards | 1,044 | 214 |
Property and equipment | (32,396) | (24,905) |
Prepaid expense and other | (28,387) | (17,956) |
Trademarks and domain names | (28,345) | (18,414) |
State tax benefit | (4,143) | (3,052) |
Convertible senior notes | (3,867) | (4,719) |
Other | 1,669 | 1,793 |
Non-current deferred tax assets | 29,226 | 36,897 |
Valuation allowance | (760) | (158) |
Net non-current deferred tax assets | $ 28,466 | $ 36,739 |
Income Taxes - Schedule of Re79
Income Taxes - Schedule of Reconciliation of Valuation Allowance (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 28, 2017 | Jan. 30, 2016 | Jan. 31, 2015 | |
Income Tax Disclosure [Abstract] | |||
Balance at beginning of fiscal year | $ 158 | $ 176 | $ 206 |
Net changes in deferred tax assets and liabilities | 602 | (18) | (30) |
Balance at end of fiscal year | $ 760 | $ 158 | $ 176 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) | 12 Months Ended | |||
Jan. 28, 2017 | Jan. 30, 2016 | Jan. 31, 2015 | Feb. 01, 2014 | |
Income Tax [Line Items] | ||||
Valuation allowance retained against deferred tax assets | $ 760,000 | $ 158,000 | $ 176,000 | $ 206,000 |
State net operating loss carryovers | 800,000 | |||
Foreign net operating loss carryovers | $ 5,000,000 | |||
Expiration of federal and state net operating loss carryovers | The state net operating loss carryovers will begin to expire in 2019, and the foreign net operating loss carryovers have an indefinite carryforward. | |||
Ownership equity method percentage | 50.00% | |||
Unrecognized tax benefits | $ 2,200,000 | |||
Tax expense and the effective tax rate, if recognized | 1,400,000 | |||
Exposures related to unrecognized tax benefits | $ 0 | |||
Period of unrecognized tax benefits change | 12 months | |||
Accrued penalties and interest expenses | $ 300,000 | $ 200,000 | ||
Tax year open to federal and state tax examination | 2,002 | |||
Shanghai Sourcing Operations [Member] | ||||
Income Tax [Line Items] | ||||
Valuation allowance retained against deferred tax assets | $ 0 | |||
Waterworks U.K. Operations [Member] | ||||
Income Tax [Line Items] | ||||
Valuation allowance retained against deferred tax assets | $ 800,000 |
Income Taxes - Schedule of Re81
Income Taxes - Schedule of Reconciliation of Unrecognized Tax Benefits (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 28, 2017 | Jan. 30, 2016 | Jan. 31, 2015 | |
Income Tax Disclosure [Abstract] | |||
Balance at beginning of fiscal year | $ 921 | $ 940 | $ 1,395 |
Gross increases (decreases)—prior period tax positions | 53 | (88) | (122) |
Gross increases—current period tax positions | 1,216 | 69 | |
Lapses in statute of limitations | (333) | ||
Balance at end of fiscal year | $ 2,190 | $ 921 | $ 940 |
Net Income Per Share - Schedule
Net Income Per Share - Schedule of Weighted-Average Shares Used for Net Income per Share (Detail) - shares | 3 Months Ended | 12 Months Ended | |||||||||
Jan. 28, 2017 | Oct. 29, 2016 | Jul. 30, 2016 | Apr. 30, 2016 | Jan. 30, 2016 | Oct. 31, 2015 | Aug. 01, 2015 | May 02, 2015 | Jan. 28, 2017 | Jan. 30, 2016 | Jan. 31, 2015 | |
Earnings Per Share [Abstract] | |||||||||||
Weighted-average shares—basic | 40,803,626 | 40,730,059 | 40,646,124 | 40,588,081 | 40,522,242 | 40,282,734 | 40,045,850 | 39,913,946 | 40,691,483 | 40,190,448 | 39,457,491 |
Effect of dilutive stock-based awards | 235,357 | 2,066,111 | 1,920,719 | ||||||||
Weighted-average shares—diluted | 41,000,760 | 40,926,450 | 40,820,495 | 40,588,081 | 42,225,070 | 42,413,657 | 42,243,910 | 41,959,718 | 40,926,840 | 42,256,559 | 41,378,210 |
Net Income Per Share - Anti-Dil
Net Income Per Share - Anti-Dilutive Securities Excluded from Diluted Net Income per Share (Detail) - shares | 12 Months Ended | ||
Jan. 28, 2017 | Jan. 30, 2016 | Jan. 31, 2015 | |
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 | 7,853,373 | 535,306 | 1,013,410 |
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 | 7,243,697 | 522,390 | 1,009,157 |
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 | 609,676 | 12,916 | 4,253 |
Share Repurchases Under Equit84
Share Repurchases Under Equity Plans - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
Jan. 28, 2017 | Jan. 30, 2016 | Jan. 31, 2015 | |
Equity, Class of Treasury Stock [Line Items] | |||
Common stock share repurchased | 0 | 2,625 | 251,910 |
Unpaid principal amount of notes payable for share repurchases | $ 19,390,000 | $ 19,523,000 | |
Interest expense related to notes payable for share repurchases | 1,000,000 | $ 1,000,000 | $ 900,000 |
Promissory Notes [Member] | |||
Equity, Class of Treasury Stock [Line Items] | |||
Promissory notes issued | $ 0 |
Share Repurchases Under Equit85
Share Repurchases Under Equity Plans - Summary of Company's Repurchase and Promissory Note Issuance Activity (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 28, 2017 | Jan. 30, 2016 | Jan. 31, 2015 | |
Equity [Abstract] | |||
Common stock share repurchased | 0 | 2,625 | 251,910 |
Fair value at purchase price | $ 238 | $ 16,575 | |
Weighted-average interest rate | 3.00% | 5.00% | |
Weighted-average term | 7 years | 8 years |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Detail) - USD ($) | Jan. 30, 2017 | May 27, 2016 | Feb. 02, 2016 | Nov. 01, 2012 | Jan. 28, 2017 | Jan. 30, 2016 | Jan. 31, 2015 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Stock-based compensation expense | $ 29,214,000 | $ 24,223,000 | $ 17,072,000 | |||||
Stock-based compensation cost capitalized | 0 | 0 | 0 | |||||
Rollover units and profit interests | [1] | 1,784,000 | ||||||
Selling, general and administrative expenses | 626,751,000 | 567,131,000 | 525,048,000 | |||||
Waterworks Associates [Member] | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Stock-based compensation expense | $ 3,672,000 | |||||||
Design Investors WW Acquisition Company, LLC [Member] | Profit Interests [Member] | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Profit interest expected life | 5 years | |||||||
Selling, general and administrative expenses | $ 300,000 | |||||||
Design Investors WW Acquisition Company, LLC [Member] | Profit Interests [Member] | Other Non-Current Obligations [Member] | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Liability associated with the profit interests | 300,000 | |||||||
Appreciation Rights [Member] | Design Investors WW Acquisition Company, LLC [Member] | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Rollover units and profit interests | 1,500,000 | |||||||
Appreciation Rights [Member] | Design Investors WW Acquisition Company, LLC [Member] | Rollover Units [Member] | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Stock-based compensation expense | 0 | |||||||
2012 Stock Incentive Plan and 2012 Stock Option Plan [Member] | Stock Options [Member] | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Stock-based compensation expense | $ 16,300,000 | $ 10,400,000 | 6,900,000 | |||||
Common stock shares issued | 3,062,234 | |||||||
Aggregate intrinsic value of options outstanding | $ 900,000 | |||||||
Aggregate intrinsic value of options vested or expected to vest | 800,000 | |||||||
Aggregate intrinsic value of options exercisable | $ 400,000 | |||||||
Weighted-average remaining contractual life of options exercisable | 6 years 2 months 1 day | |||||||
Unrecognized compensation expense related to unvested options | $ 44,500,000 | |||||||
Unrecognized compensation expense with weighted-average period | 3 years 10 months 17 days | |||||||
Exercise price of stock option granted | $ 35.82 | |||||||
2012 Stock Incentive Plan [Member] | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Total number of shares issuable | 2,963,246 | 2,151,580 | ||||||
Number of additional shares issuable | 811,666 | 415,530 | ||||||
2012 Stock Incentive Plan [Member] | Waterworks Associates [Member] | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Stock-based compensation expense | $ 3,700,000 | |||||||
Stock option granted | 322,784 | |||||||
Exercise price of stock option granted | $ 33.54 | |||||||
Stock option, lapse description | options are fully vested as of the date of grant but any shares issued upon exercise of such options will be subject to selling restrictions which are scheduled to lapse in five equal installments on the first, second, third, fourth and fifth anniversaries of the grant date. | |||||||
2012 Stock Incentive Plan [Member] | Restricted Stock Awards [Member] | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Stock-based compensation expense | $ 12,600,000 | $ 13,800,000 | $ 10,200,000 | |||||
Unrecognized compensation expense with weighted-average period | 3 years 8 months 9 days | |||||||
Unrecognized compensation expense related to unvested options | $ 39,400,000 | |||||||
2012 Stock Incentive Plan [Member] | Subsequent Event [Member] | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Number of additional shares issuable | 816,573 | |||||||
Employees and Advisors [Member] | 2012 Stock Incentive Plan and 2012 Stock Option Plan [Member] | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Common stock shares issued | 6,829,041 | |||||||
[1] | Represents rollover units and profit interests associated with the acquisition of Waterworks. Refer to Note 16—Stock-Based Compensation. |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Stock Option Activity (Detail) - 2012 Stock Incentive Plan and 2012 Stock Option Plan [Member] - Stock Options [Member] | 12 Months Ended |
Jan. 28, 2017$ / sharesshares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Options, Outstanding, Beginning balance | shares | 6,535,573 |
Options, Granted | shares | 3,062,234 |
Options, Exercised | shares | (175,585) |
Options, Cancelled | shares | (948,563) |
Options, Outstanding, Ending balance | shares | 8,473,659 |
Weighted-Average Exercise Price, Outstanding, Beginning balance | $ / shares | $ 55.71 |
Weighted-Average Exercise Price, Granted | $ / shares | 35.82 |
Weighted-Average Exercise Price, Exercised | $ / shares | 28.61 |
Weighted-Average Exercise Price, Cancelled | $ / shares | 56.47 |
Weighted-Average Exercise Price, Outstanding, Ending balance | $ / shares | $ 49 |
Stock-Based Compensation - Sche
Stock-Based Compensation - Schedule of Assumptions Used to Estimate Fair Value of Stock Options Issued (Detail) | 12 Months Ended | ||
Jan. 28, 2017 | Jan. 30, 2016 | Jan. 31, 2015 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |||
Expected volatility | 44.90% | 37.70% | 39.70% |
Expected life (years) | 6 years 6 months | 6 years 6 months | 6 years 6 months |
Risk-free interest rate | 1.40% | 1.80% | 2.00% |
Dividend yield | 0.00% | 0.00% | 0.00% |
Stock-Based Compensation - Su89
Stock-Based Compensation - Summary of Additional Information about Stock Options (Detail) - Stock Options [Member] - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Jan. 28, 2017 | Jan. 30, 2016 | Jan. 31, 2015 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Weighted-average fair value per share of stock options granted | $ 15.88 | $ 36.43 | $ 26.92 |
Aggregate intrinsic value of stock options exercised | $ 1,238 | $ 32,590 | $ 62,015 |
Fair value of stock options vested | $ 13,726 | $ 8,611 | $ 2,246 |
Stock-Based Compensation - Sc90
Stock-Based Compensation - Schedule of Stock Options Outstanding, Vested or Expected to Vest, and Exercisable (Detail) - Stock Options [Member] | 12 Months Ended |
Jan. 28, 2017$ / sharesshares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Options Outstanding, Number of Options | shares | 8,473,659 |
Options Outstanding, Weighted-Average Remaining Contractual Life (in years) | 7 years 2 months 12 days |
Options Outstanding, Weighted-Average Exercise Price | $ 49 |
Options Exercisable, Number of Options | shares | 5,270,193 |
Options Exercisable, Weighted-Average Exercise Price | $ 50.77 |
Vested or expected to vest, Number of Options | shares | 7,950,844 |
Vested or expected to vest, Weighted-Average Remaining Contractual Life (in years) | 7 years 29 days |
Vested or expected to vest, Weighted-Average Exercise Price | $ 49.37 |
Range of Exercise Prices $24.00 - $25.39 [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Range of Exercise Prices, Lower | 24 |
Range of Exercise Prices, Upper | $ 25.39 |
Options Outstanding, Number of Options | shares | 924,715 |
Options Outstanding, Weighted-Average Remaining Contractual Life (in years) | 8 years 8 months 27 days |
Options Outstanding, Weighted-Average Exercise Price | $ 25.13 |
Options Exercisable, Number of Options | shares | 170,215 |
Options Exercisable, Weighted-Average Exercise Price | $ 24 |
Range of Exercise Prices $25.88 - $39.42 [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Range of Exercise Prices, Lower | 25.88 |
Range of Exercise Prices, Upper | $ 39.42 |
Options Outstanding, Number of Options | shares | 1,449,833 |
Options Outstanding, Weighted-Average Remaining Contractual Life (in years) | 8 years 1 month 17 days |
Options Outstanding, Weighted-Average Exercise Price | $ 32.48 |
Options Exercisable, Number of Options | shares | 760,083 |
Options Exercisable, Weighted-Average Exercise Price | $ 31.09 |
Range of Exercise Prices $44.52 - $46.50 [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Range of Exercise Prices, Lower | 44.52 |
Range of Exercise Prices, Upper | $ 46.50 |
Options Outstanding, Number of Options | shares | 3,885,426 |
Options Outstanding, Weighted-Average Remaining Contractual Life (in years) | 6 years 6 months 26 days |
Options Outstanding, Weighted-Average Exercise Price | $ 46.04 |
Options Exercisable, Number of Options | shares | 2,976,826 |
Options Exercisable, Weighted-Average Exercise Price | $ 46.50 |
Range of Exercise Prices $56.27 - $69.64 [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Range of Exercise Prices, Lower | 56.27 |
Range of Exercise Prices, Upper | $ 69.64 |
Options Outstanding, Number of Options | shares | 637,415 |
Options Outstanding, Weighted-Average Remaining Contractual Life (in years) | 7 years 1 month 24 days |
Options Outstanding, Weighted-Average Exercise Price | $ 61.60 |
Options Exercisable, Number of Options | shares | 221,710 |
Options Exercisable, Weighted-Average Exercise Price | $ 61.78 |
Range of Exercise Prices $75.43 - $101.84 [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Range of Exercise Prices, Lower | 75.43 |
Range of Exercise Prices, Upper | $ 101.84 |
Options Outstanding, Number of Options | shares | 1,576,270 |
Options Outstanding, Weighted-Average Remaining Contractual Life (in years) | 7 years 11 days |
Options Outstanding, Weighted-Average Exercise Price | $ 80.38 |
Options Exercisable, Number of Options | shares | 1,141,359 |
Options Exercisable, Weighted-Average Exercise Price | $ 76.89 |
Stock-Based Compensation - Su91
Stock-Based Compensation - Summary of Restricted Stock Award Activity (Detail) - Restricted Stock Awards [Member] - USD ($) | 12 Months Ended | ||
Jan. 28, 2017 | Jan. 30, 2016 | Jan. 31, 2015 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Weighted-Average Grant Date Fair Value, Granted | $ 40.18 | $ 90.14 | $ 63.59 |
2012 Stock Incentive Plan [Member] | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Awards, Outstanding, Beginning balance | 805,915 | ||
Awards, Granted | 864,367 | ||
Awards, Released | (173,458) | ||
Awards, Cancelled | (378,805) | ||
Awards, Outstanding, Ending balance | 1,118,019 | 805,915 | |
Weighted-Average Grant Date Fair Value, Outstanding, Beginning balance | $ 73.11 | ||
Weighted-Average Grant Date Fair Value, Granted | 40.18 | ||
Weighted-Average Grant Date Fair Value, Released | 64.68 | ||
Weighted-Average Grant Date Fair Value, Cancelled | 59.65 | ||
Weighted-Average Grant Date Fair Value, Outstanding, Ending balance | $ 53.52 | $ 73.11 | |
Intrinsic Value, Cancelled | $ 29,169,116 |
Stock-Based Compensation - Su92
Stock-Based Compensation - Summary of Additional Information about Restricted Stock Awards (Detail) - Restricted Stock Awards [Member] - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Jan. 28, 2017 | Jan. 30, 2016 | Jan. 31, 2015 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Weighted-average fair value per share of awards granted | $ 40.18 | $ 90.14 | $ 63.59 |
Grant date fair value of awards released | $ 5,170 | $ 12,223 | $ 6,172 |
Employee Benefit Plans - Additi
Employee Benefit Plans - Additional Information (Detail) | 12 Months Ended | ||
Jan. 28, 2017 | Jan. 30, 2016 | Jan. 31, 2015 | |
Compensation And Retirement Disclosure [Abstract] | |||
Employee's contribution to 401(k) plan | 50.00% | ||
Employer's contribution to 401(k) plan | 0.00% | 0.00% | 0.00% |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) - USD ($) | Mar. 16, 2015 | Sep. 05, 2014 | Jan. 28, 2017 | Jan. 30, 2016 | Jan. 31, 2015 |
Commitment And Contingencies [Line Items] | |||||
Lease expiration year | 2,032 | ||||
Non-cash rent expense | $ 1,200,000 | $ 2,900,000 | $ 2,900,000 | ||
Material off balance sheet commitments | $ 0 | ||||
Fees and costs awarded to plaintiff's attorney | $ 9,500,000 | ||||
Litigation accrual | 9,500,000 | ||||
Revised litigation accrual | 8,000,000 | ||||
Loss contingency, description | On March 16, 2015, the Company, through the third party claims administrator, began mailing the class action award to class members. The Company, through the third party claims administrator, paid approximately $2.4 million in cash awards to the class members and mailed 33% discount coupons, good for one year, on purchases up to $10,000, to class members that did not request the cash award. During a hearing on April 16, 2015, the Court provided additional guidance regarding the manner in which class members can use the 33% merchandise discount coupon. Specifically, the court ordered that the 33% coupons may be combined with the Company’s other promotional offers. | ||||
Loss contingency payment to third party | $ 2,400,000 | ||||
Merchandise discount coupon rate | 33.00% | ||||
Merchandise discount coupon expiry period | 1 year | ||||
Coupons expiry date | Mar. 16, 2016 | ||||
Maximum [Member] | |||||
Commitment And Contingencies [Line Items] | |||||
Merchandise discount coupon, purchases | $ 10,000 | ||||
Estimated Class Member Response [Member] | |||||
Commitment And Contingencies [Line Items] | |||||
Decrease in litigation charge | $ (1,500,000) | ||||
Gallery [Member] | |||||
Commitment And Contingencies [Line Items] | |||||
Lease expiration year | 2,058 |
Commitments and Contingencies95
Commitments and Contingencies - Future Minimum Rental Payments under Leases (Detail) - USD ($) $ in Thousands | Jan. 28, 2017 | Jan. 30, 2016 |
Commitments And Contingencies Disclosure [Abstract] | ||
2017, Capital Leases | $ 1,216 | |
2018, Capital Leases | 1,140 | |
2019, Capital Leases | 1,159 | |
2020, Capital Leases | 1,199 | |
2021, Capital Leases | 1,219 | |
Thereafter, Capital Leases | 9,155 | |
Minimum lease commitments, Capital Leases | 15,088 | |
Less—amount representing interest | (7,579) | |
Present value of capital lease obligations | 7,509 | |
Less—current capital lease obligations | (267) | |
Non-current capital lease obligations | 7,242 | $ 7,399 |
2017, Operating Leases | 89,776 | |
2018, Operating Leases | 81,534 | |
2019, Operating Leases | 71,154 | |
2020, Operating Leases | 61,834 | |
2021, Operating Leases | 52,660 | |
Thereafter, Operating Leases | 326,333 | |
Minimum lease commitments, Operating Leases | 683,291 | |
2017, Build-to-Suit | 31,971 | |
2018, Build-to-Suit | 36,634 | |
2019, Build-to-Suit | 40,119 | |
2020, Build-to-Suit | 40,776 | |
2021, Build-to-Suit | 42,014 | |
Thereafter, Build-to-Suit | 605,868 | |
Minimum lease commitments, Build-to-Suit | 797,382 | |
2017, Total | 122,963 | |
2018, Total | 119,308 | |
2019, Total | 112,432 | |
2020, Total | 103,809 | |
2021, Total | 95,893 | |
Thereafter, Total | 941,356 | |
Minimum lease commitments, Total | $ 1,495,761 |
Commitments and Contingencies96
Commitments and Contingencies - Minimum Rent Payments and Contingent Rent Expense under Lease Agreements Accounted for Operating Leases as Build-To-Suit Lease Transactions (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 28, 2017 | Jan. 30, 2016 | Jan. 31, 2015 | |
Lease agreements accounted for as operating leases | |||
Minimum rent | $ 87,520 | $ 76,246 | $ 75,654 |
Contingent rent | 7,140 | 10,209 | 7,989 |
Total operating leases | 94,660 | 86,455 | 83,643 |
Lease agreements accounted for as build-to-suit lease transactions | |||
Minimum rent | 16,066 | 12,755 | 7,375 |
Contingent rent | 726 | 442 | 122 |
Total build-to-suit lease transactions | $ 16,792 | $ 13,197 | $ 7,497 |
Commitments and Contingencies97
Commitments and Contingencies - Minimum Rent Payments and Contingent Rent Expense under Lease Agreements Accounted for Operating Leases as Build-To-Suit Lease Transactions (Parenthetical) (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Jan. 28, 2017 | Jan. 30, 2016 | Jan. 31, 2015 | |
Commitments And Contingencies Disclosure [Abstract] | |||
Minimum rent payments recognized as interest expense | $ 12.1 | $ 9.9 | $ 5.3 |
Segment Reporting - Additional
Segment Reporting - Additional Information (Detail) | 12 Months Ended | ||
Jan. 28, 2017StoreSegmentCustomer | Jan. 30, 2016Customer | Jan. 31, 2015Customer | |
Segment Reporting Information [Line Items] | |||
Number of operating segments | Segment | 2 | ||
Number of reportable segment | Segment | 1 | ||
Number of outlet stores | 28 | ||
Number of customers accounted for more than 10% of Company's revenues | Customer | 0 | 0 | 0 |
Sales [Member] | Customer Concentration Risk [Member] | |||
Segment Reporting Information [Line Items] | |||
Portion of specified customers portion in total revenues | 10.00% | 10.00% | 10.00% |
Canada [Member] | |||
Segment Reporting Information [Line Items] | |||
Number of retail stores | 5 | ||
Number of outlet stores | 2 | ||
U.K [Member] | |||
Segment Reporting Information [Line Items] | |||
Number of retail stores | 1 |
Segment Reporting - Summary of
Segment Reporting - Summary of Metrics Reviewed by CODM to Evaluate Performance Internally (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Jan. 28, 2017 | Oct. 29, 2016 | Jul. 30, 2016 | Apr. 30, 2016 | Jan. 30, 2016 | Oct. 31, 2015 | Aug. 01, 2015 | May 02, 2015 | Jan. 28, 2017 | Jan. 30, 2016 | Jan. 31, 2015 | |
Segment Reporting Information [Line Items] | |||||||||||
Net revenues | $ 586,706 | $ 549,328 | $ 543,381 | $ 455,456 | $ 647,208 | $ 532,411 | $ 506,942 | $ 422,445 | $ 2,134,871 | $ 2,109,006 | $ 1,867,422 |
Gross profit | 196,654 | 175,819 | 179,839 | 127,475 | 224,261 | $ 190,750 | $ 194,263 | $ 143,418 | 679,787 | 752,692 | 690,774 |
Depreciation and amortization | 56,995 | 44,595 | $ 34,463 | ||||||||
Goodwill | 173,603 | 124,301 | 173,603 | 124,301 | |||||||
Trademarks and domain names | 100,624 | 48,309 | 100,624 | 48,309 | |||||||
Total assets | 2,192,520 | $ 2,148,010 | $ 2,088,127 | $ 2,048,520 | $ 2,067,944 | 2,192,520 | $ 2,067,944 | ||||
RH Segment [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net revenues | 2,060,044 | ||||||||||
Gross profit | 656,191 | ||||||||||
Depreciation and amortization | 54,480 | ||||||||||
Goodwill | 124,374 | 124,374 | |||||||||
Trademarks and domain names | 48,524 | 48,524 | |||||||||
Total assets | 2,040,346 | 2,040,346 | |||||||||
Waterworks [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net revenues | 74,827 | ||||||||||
Gross profit | 23,596 | ||||||||||
Depreciation and amortization | 2,515 | ||||||||||
Goodwill | 49,229 | 49,229 | |||||||||
Trademarks and domain names | 52,100 | 52,100 | |||||||||
Total assets | $ 152,174 | $ 152,174 |
Segment Reporting - Summary 100
Segment Reporting - Summary of Segment Operating Income and Income Before Tax (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 28, 2017 | Jan. 30, 2016 | Jan. 31, 2015 | |
Segment Reporting Information [Line Items] | |||
Operating income | $ 53,036 | $ 185,561 | $ 165,726 |
Product line impairments | (12,743) | ||
Legal claim | (8,701) | ||
Impact of inventory step-up | (6,835) | ||
Reorganization related costs | (5,698) | ||
Aircraft impairment | (4,767) | ||
Recall accrual | (4,615) | ||
Non-cash compensation | (29,214) | (24,223) | (17,072) |
Acquisition related costs | (2,847) | ||
Interest expense—net | 44,482 | 35,677 | 17,551 |
Income before income taxes | 8,554 | $ 149,884 | $ 148,175 |
Waterworks [Member] | |||
Segment Reporting Information [Line Items] | |||
Non-cash compensation | (3,672) | ||
Operating Segments [Member] | RH Segment [Member] | |||
Segment Reporting Information [Line Items] | |||
Operating income | 105,274 | ||
Operating Segments [Member] | Waterworks [Member] | |||
Segment Reporting Information [Line Items] | |||
Operating income | $ (2,360) |
Segment Reporting - Net Revenue
Segment Reporting - Net Revenues (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Jan. 28, 2017 | Oct. 29, 2016 | Jul. 30, 2016 | Apr. 30, 2016 | Jan. 30, 2016 | Oct. 31, 2015 | Aug. 01, 2015 | May 02, 2015 | Jan. 28, 2017 | Jan. 30, 2016 | Jan. 31, 2015 | |
Segment Reporting Information [Line Items] | |||||||||||
Total net revenues | $ 586,706 | $ 549,328 | $ 543,381 | $ 455,456 | $ 647,208 | $ 532,411 | $ 506,942 | $ 422,445 | $ 2,134,871 | $ 2,109,006 | $ 1,867,422 |
Furniture [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Total net revenues | 1,334,526 | 1,295,486 | 1,116,351 | ||||||||
Non-furniture [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Total net revenues | $ 800,345 | $ 813,520 | $ 751,071 |
Selected Quarterly Financial102
Selected Quarterly Financial Data - Schedule of Quarterly Financial Data (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Jan. 28, 2017 | Oct. 29, 2016 | Jul. 30, 2016 | Apr. 30, 2016 | Jan. 30, 2016 | Oct. 31, 2015 | Aug. 01, 2015 | May 02, 2015 | Jan. 28, 2017 | Jan. 30, 2016 | Jan. 31, 2015 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Net revenues | $ 586,706 | $ 549,328 | $ 543,381 | $ 455,456 | $ 647,208 | $ 532,411 | $ 506,942 | $ 422,445 | $ 2,134,871 | $ 2,109,006 | $ 1,867,422 |
Gross profit | 196,654 | 175,819 | 179,839 | 127,475 | 224,261 | 190,750 | 194,263 | 143,418 | 679,787 | 752,692 | 690,774 |
Net income (loss) | $ 9,436 | $ 2,517 | $ 6,918 | $ (13,470) | $ 33,302 | $ 20,710 | $ 29,935 | $ 7,156 | $ 5,401 | $ 91,103 | $ 91,002 |
Weighted-average shares used in computing basic net income (loss) per share | 40,803,626 | 40,730,059 | 40,646,124 | 40,588,081 | 40,522,242 | 40,282,734 | 40,045,850 | 39,913,946 | 40,691,483 | 40,190,448 | 39,457,491 |
Basic net income (loss) per share | $ 0.23 | $ 0.06 | $ 0.17 | $ (0.33) | $ 0.82 | $ 0.51 | $ 0.75 | $ 0.18 | $ 0.13 | $ 2.27 | $ 2.31 |
Weighted-average shares used in computing diluted net income (loss) per share | 41,000,760 | 40,926,450 | 40,820,495 | 40,588,081 | 42,225,070 | 42,413,657 | 42,243,910 | 41,959,718 | 40,926,840 | 42,256,559 | 41,378,210 |
Diluted net income (loss) per share | $ 0.23 | $ 0.06 | $ 0.17 | $ (0.33) | $ 0.79 | $ 0.49 | $ 0.71 | $ 0.17 | $ 0.13 | $ 2.16 | $ 2.20 |
Subsequent Event - Additional I
Subsequent Event - Additional Information (Detail) - USD ($) | Mar. 24, 2017 | Jan. 28, 2017 | Jan. 30, 2016 | Jan. 31, 2015 | Feb. 21, 2017 |
Subsequent Event [Line Items] | |||||
Shares of common stock purchased under repurchase program, shares | 0 | 2,625 | 251,910 | ||
Shares of common stock purchased under repurchase program | $ 238,000 | $ 16,575,000 | |||
Subsequent Event [Member] | |||||
Subsequent Event [Line Items] | |||||
Shares of common stock purchased under repurchase program, shares | 4,900,000 | ||||
Shares of common stock purchased under repurchase program | $ 171,500,000 | ||||
Board of Directors [Member] | Maximum [Member] | Subsequent Event [Member] | |||||
Subsequent Event [Line Items] | |||||
Stock repurchase program authorized amount | $ 300,000,000 |