Tile Shop (TTSH) 10-Q 6 Nov 13 2013 Q3 Quarterly report Financial data

Document_and_Entity_Informatio

Document and Entity Information	9 Months Ended
	Sep. 30, 2013	Nov. 01, 2013
Document and Entity Information [Abstract]	'	'
Document Type	'10-Q	'
Amendment Flag	'false	'
Document Period End Date	30-Sep-13	'
Entity Registrant Name	'TILE SHOP HOLDINGS, INC.	'
Entity Central Index Key	'0001552800	'
Trading Symbol	'tts	'
Current Fiscal Year End Date	'--12-31	'
Document Fiscal Year Focus	'2013	'
Document Fiscal Period Focus	'Q3	'
Entity Filer Category	'Accelerated Filer	'
Entity Common Stock, Shares Outstanding	'	51,192,624

Condensed_Consolidated_Balance

Condensed Consolidated Balance Sheets (USD $)	Sep. 30, 2013	Dec. 31, 2012
In Thousands, unless otherwise specified
Current assets:	'	'
Cash and cash equivalents	$3,850	$2,987
Restricted cash	2,133	'
Trade receivables, net	1,414	1,009
Inventories	71,863	46,890
Prepaid inventory	5,197	6,051
Prepaid expenses	1,491	2,017
Income tax receivable	3,246	2,529
Deferred tax assets - current	10,523	9,364
Other current assets, net	1,090	966
Total Current Assets	100,807	71,813
Property, plant and equipment, net	112,853	82,080
Deferred tax assets	19,735	20,865
Other assets, net	2,363	1,316
TOTAL ASSETS	235,758	176,074
Current liabilities:	'	'
Accounts payable	25,656	14,968
Current portion of long-term debt	3,590	3,860
Accrued wages and salaries	3,194	2,912
Other accrued liabilities	9,808	7,734
Income tax payable	'	'
Current portion of capital lease obligation	269	234
Deferred compensation	'	6,171
Total Current Liabilities	42,517	35,879
Long-term debt, net	86,521	69,310
Capital lease obligation, net	1,232	1,420
Deferred rent	23,130	18,583
Warrant liability	'	95,645
Other long-term liabilities	4,553	'
TOTAL LIABILITIES	157,953	220,837
Stockholders' equity:	'	'
Common stock, par value $0.0001; authorized: 100,000,000 shares; issued: 51,176,278 and 43,177,822 shares outstanding	5	4
Preferred stock, par value $.0001; authorized: 10,000,000 shares; issued 0 shares	'	'
Additional paid-in-capital	169,084	9,434
Accumulated deficit	-91,284	-54,201
Total stockholders' equity	77,805	-44,763
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY	$235,758	$176,074

Condensed_Consolidated_Balance1

Condensed Consolidated Balance Sheets (Parenthetical) (USD $)	Sep. 30, 2013	Dec. 31, 2012
Condensed Consolidated Balance Sheets [Abstract]	'	'
Preferred stock, par value per share	$0.00	$0.00
Preferred stock, shares authorized	10,000,000	10,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, par value per share	$0.00	$0.00
Common stock, shares authorized	100,000,000	100,000,000
Common stock, shares issued	51,176,278	43,177,822
Common stock, shares outstanding	51,176,278	43,177,822

Condensed_Consolidated_Stateme

Condensed Consolidated Statements of Income (USD $)	3 Months Ended		9 Months Ended
In Thousands, except Share data, unless otherwise specified	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012
Condensed Consolidated Statements of Income [Abstract]	'	'	'	'
Net sales	$56,800	$44,288	$171,758	$136,463
Cost of sales	16,986	12,196	50,705	37,025
Gross profit	39,814	32,092	121,053	99,438
Selling, general and administrative expenses	32,207	23,899	90,951	68,605
Deferred compensation expense	'	2,624	'	3,897
Income from operations	7,607	5,569	30,102	26,936
Interest expense	780	450	1,869	626
Change in fair value of warrants	'	41,707	54,219	41,707
Other (expense) income	-20	1	-61	23
Income (loss) before income taxes	6,807	-36,587	-26,047	-15,374
(Provision for) benefit from income taxes	-2,757	4,723	-11,036	4,299
Net income (loss)	4,050	-31,864	-37,083	-11,075
Earnings (loss) per common share:	'	'	'	'
Basic	$0.08	($0.87)	($0.75)	($0.33)
Dilutive	$0.08	($0.87)	($0.75)	($0.33)
Weighted average shares outstanding:	'	'	'	'
Basic	50,911,104	36,581,888	49,129,577	33,544,079
Diluted	51,892,028	36,581,888	49,129,577	33,544,079
Pro forma computation related to conversion to C Corporation for income tax purposes	'	'	'	'
Historical income before income taxes	'	-36,587	'	-15,374
Pro forma provision for income taxes	'	-2,150	'	-11,060
Pro forma net income	'	($38,737)	'	($26,434)

Condensed_Consolidated_Stateme1

Condensed Consolidated Statements of Cash Flows (USD $)	9 Months Ended
In Thousands, unless otherwise specified	Sep. 30, 2013	Sep. 30, 2012
Cash Flows From Operating Activities	'	'
Net (loss)	($37,083)	($11,075)
Adjustments to reconcile net loss to net cash provided by operating activities:	'	'
Amortization of debt issuance costs	97	'
Depreciation and amortization	10,154	7,543
Loss on disposals of property, plant and equipment	76	6
Change in fair value of warrants	54,219	41,707
Deferred rent	4,547	2,168
Stock based compensation	3,391	263
Deferred compensation expense	'	3,897
Deferred income taxes	-28	-5,300
Changes in operating assets and liabilities:	'	'
Trade receivables	-406	-358
Inventories	-24,973	3,082
Prepaid expenses and other current assets	1,430	-3,715
Accounts payable	6,064	4,721
Accrued interest	102	'
Income tax receivable/ payable	-717	'
Accrued expenses and other liabilities	-3,839	-1,399
Net cash provided by operating activities	13,034	41,540
Cash Flows From Investing Activities	'	'
Purchases of property, plant and equipment	-36,377	-16,187
Restricted cash	'	-1,000
Net cash used in investing activities	-36,377	-17,187
Cash Flows From Financing Activities	'	'
Release of restricted cash	1,323	'
Payments of long-term debt and capital lease obligations	-38,738	-1,703
Proceeds from long-term debt	55,526	'
Distributions to members	'	-26,306
Cash received in merger with JWC Acquisition Corp	'	62,904
Proceeds from issuance of common shares to JWC Acquisition Corp's shareholders	'	15,000
Payment to members of Tile Shop LLC for contribution	'	-75,000
Repurchase of warrants	-30,108	'
Repurchase of common units	-46,000	'
Proceeds from exercise of warrants	82,413	599
Proceeds from exercise of stock options	90	'
Payment towards special cash distribution units	'	-300
Expense for recapitalization	'	-1,075
Debt issuance costs	-300	'
Receipt on note from member	'	1,205
Net cash provided by (used in) financing activities	24,206	-24,676
Net change in cash	863	-323
Cash and cash equivalents beginning of period	2,987	6,283
Cash and cash equivalents end of period	3,850	5,960
Non cash items	'	'
Reclassification of warrants from liability to equity	149,865	'
Issuance of promissory note as part of merger transaction	'	69,771
Purchases of property, plant and equipment included in accounts payable and accrued expenses	4,625	'
Increase in long-term liabilities and restricted cash, net of debt issuance costs (Note 11)	$3,465	'

Organization_and_Nature_of_Bus

Organization and Nature of Business	9 Months Ended
	Sep. 30, 2013
Organization and Nature of Business [Abstract]	'
Organization and Nature of Business	'
	Note 1: Organization and Nature of Business
	The Tile Shop, LLC ("The Tile Shop") was formed on December 30, 2002, as a Delaware limited liability company and began operations on January 1, 2003. Tile Shop Holdings, Inc. ("Holdings," and together with its wholly owned subsidiaries, the "Company") is incorporated under the laws of the state of Delaware.
	The Company is engaged in the sale of tile and flooring products. The Company also fabricates or manufactures setting and maintenance materials in Michigan, Wisconsin, Virginia and Oklahoma. The Company's primary market is retail sales to consumers; however, the Company does have sales to contractors. As of September 30, 2013, the Company had 80 stores and an on-line retail operation. The retail stores are located in Minnesota, Wisconsin, Kansas, Illinois, Michigan, Ohio, Indiana, Maryland, Missouri, Kentucky, New York, Virginia, Iowa, North Carolina, New Jersey, Tennessee, Nebraska, Delaware, Georgia, Pennsylvania, Florida, Massachusetts, Rhode Island, South Carolina, Texas and Colorado. The Company also has distribution centers located in Wisconsin, Michigan, Virginia and Oklahoma.
	The consolidated financial statements of the Company include the accounts of its wholly owned subsidiaries, and variable interest entities.  See Note 11, "New Market Tax Credit Entities" (NMTC) for the discussion of financing arrangements involving certain entities that are variable interest entities that are included in our consolidated financial statements. All significant intercompany transactions have been eliminated in consolidation.

Business_Combination

Business Combination	9 Months Ended
	Sep. 30, 2013
Business Combination [Abstract]	'
Business Combination	'
	Note 2: Business Combination
	On August 21, 2012, Holdings completed a business combination pursuant to the terms of the Contribution and Merger Agreement dated June 27, 2012 (the "Contribution and Merger Agreement"), whereby the former members of The Tile Shop, LLC ("The Tile Shop") directly or indirectly, contributed all of their membership interests in The Tile Shop to Holdings (the "Contribution"), in exchange for (i) a cash payment of $75 million, (ii) 32,000,000 shares of the common stock of Holding's valued at $320 million, and (iii) promissory notes issued by Holdings in the aggregate principal amount of $69.8 million. As a result of the Contribution, all ownership interests in The Tile Shop were contributed to Holdings. Concurrent with the Contribution, (i) all outstanding shares of JWC Acquisition Corp., a Delaware corporation ("JWCAC") common stock were exchanged for one share of Holding's common stock and (ii) each outstanding JWCAC warrant, which was exercisable for one share of JWCAC common stock, became exercisable for one share of Holding's common stock. This transaction is referred to as the "Business Combination". Immediately following the Business Combination, the former members of The Tile Shop held 75.2% of the 42,534,884 issued and outstanding shares of Holding's common stock.
	The Tile Shop was considered the acquirer for accounting purposes because it obtained effective control of JWCAC. The Tile Shop did not have a change in control since The Tile Shop's operations comprise the ongoing operations of the combined entity, its senior management became the senior management of the combined entity, and its former owners own a majority voting interest in the combined entity and are able to elect a majority of the combined entity's board of directors. Accordingly, the Business Combination does not constitute the acquisition of a business for purposes of Financial Accounting Standards Board's Accounting Standard Codification 805, "Business Combinations," or ASC 805. As a result, the assets and liabilities of The Tile Shop and JWCAC are carried at historical cost and the Company has not recorded any step-up in basis or any intangible assets or goodwill as a result of the Business Combination. All direct costs of the Business Combination were offset to additional paid-in capital. The historical financial statements presented herein are that of The Tile Shop.
	The recapitalization of the number of shares of common stock attributable to The Tile Shop members were reflected retroactive to January 1, 2010. Accordingly, the number of shares of common stock presented as outstanding as of January 1, 2010 totaled 32,329,897 consisting of 32,000,000 shares of common stock issued to The Tile Shop members as consideration for the Contribution, and 329,897 of common units held by the former owners of The Tile Shop, LLC which were fully redeemed in 2011. This number of shares was also used to calculate the Company's earnings per share for all periods prior to the Business Combination.
	The cash flows related to the Business Combination, as reported in the Condensed Consolidated Statement of Cash Flow is summarized as follows:
		Amount (in thousands)
	Cash in trust at JWCAC	$	124,950
	Add: proceeds from issue of shares	$	15,000
	Less: redemption of JWCAC public shares		(54,960	)
	Less: cash paid to The Tile Shop members		(75,000	)
	Less: payment of deferred offering cost by JWCAC		(4,588	)
	Less: payment of transaction expenses		(4,644	)
	Remaining cash received by the Company in the merger	$	758
	Because the former members of The Tile Shop retained a significant ownership interest in the Company following the Business Combination, a portion of the $69.8 million of notes payable issued to former members of The Tile Shop members as part of the Business Combination was treated as a leveraged dividend. Accordingly $52.5 million was reflected as a distribution of retained earnings. The remainders of the notes payable were deducted from additional paid in capital.
	Pro Forma Information:
	The pro forma computation related to the conversion to a C Corporation for income tax purposes assumes that such conversion occurred as of January 1, 2010. These amounts are not necessarily indicative of the consolidated results of income for future years or actual results that would have been realized had the change in tax status occurred as of the beginning of each such year.

Unaudited_Consolidated_Financi

Unaudited Consolidated Financial Statements	9 Months Ended
	Sep. 30, 2013
Unaudited Consolidated Financial Statements [Abstract]	'
Unaudited Consolidated Financial Statements	'
	Note 3: Unaudited Consolidated Financial Statements
	The information furnished in this report is unaudited and reflects all adjustments which are normal recurring adjustments that, in the opinion of management, are necessary to fairly present the operating results for the interim periods. The operating results for the interim periods presented are not necessarily indicative of the operating results to be expected for the full fiscal year. The unaudited interim condensed consolidated financial statements for the three and nine months ended September 30, 2013, should be read in conjunction with the audited consolidated financial statements and footnotes thereto included in the Company's Annual Report on Form 10-K for the year ended December 31, 2012, previously filed with the Securities and Exchange Commission on March 18, 2013.

Summary_of_Selected_Significan

Summary of Selected Significant Accounting Polices	9 Months Ended
	Sep. 30, 2013
Summary of Selected Significant Accounting Policies [Abstract]	'
Summary of Selected Significant Accounting Policies	'
	Note 4: Summary of Selected Significant Accounting Polices
	A detailed description of our significant accounting policies can be found in our most recent Annual Report filed on Form 10-K for the year ended December 31, 2012. There were no material changes in significant accounting policies during the nine months ended September 30, 2013.
	Inventories:
	Inventories are stated at the lower of cost (determined on the first-in, first-out method) or market. Inventories consist primarily of merchandise held for sale. Inventories were comprised of the following as September 30, 2013 and December 31, 2012:
		(in thousands)
		30-Sep-13		31-Dec-12
	Finished goods	$	59,508	$	39,353
	Raw materials		1,533		858
	Finished goods in transit		10,822		6,679
	Total	$	71,863	$	46,890
	Income taxes:
	As a result of the Business Combination, beginning August 21, 2012, the Company's results of operations are taxed as a C Corporation. Prior to the Business Combination, The Tile Shop's operations were taxed as a limited liability company, whereby The Tile Shop elected to be taxed as a partnership and the income or loss was required to be reported by each respective member on their separate income tax returns. Therefore, no provision for federal income taxes has been provided in the accompanying condensed consolidated financial statements for periods prior to August 21, 2012. The provision recorded for the period prior to August 21, 2012, represents income taxes primarily payable by The Tile Shop, due to minimum fees in several states and income tax in the state of Michigan.
	The change in status to a taxable entity and the transactions consummated as part of the Business Combination resulted in the recognition of deferred tax assets and liabilities based on the expected tax consequences of temporary differences between the book and tax basis of The Tile Shop's assets and liabilities at the date of the Business Combination including the following: (i) historical outside basis difference at August 21, 2012, and (ii) the tax basis increase of The Tile Shop membership interests directly held by the Company related to the Business Combination. At September 30, 2012, outside basis differences prior to the Business Combination relating primarily to temporary basis differences in inventory, fixed assets, accruals, and outside basis differences, totaled approximately $5.3 million, which have been tax-effected at a 40% rate. This deferred tax asset of $5.3 million was recognized and included in the tax benefit for the three and nine months ended September 30, 2012. The tax provision for the three and nine months ended September 30, 2012, also included a tax expense of $0.5 million which was determined using a projected effective tax rate of 42.0% on income for the period from August 21, 2012 (the date on which the tax status changed to a C Corporation) to December 31, 2012. The tax expense on income before income taxes for the three and nine months ended September 30, 2013 is $2.8 million and $11 million, respectively. The nine months ended September 30, 2013 tax expense of $11 million based on the nine month loss of $26 million is due to the significant non deductible expense added back for a change in warrant liability.
	The Company recognizes deferred tax liabilities and assets for the expected future tax consequences of events that have been included in the financial statements or tax returns. Deferred tax liabilities and assets are determined based on the difference between the financial statement basis and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The Company estimates the degree to which tax assets and credit carryforwards will result in a benefit based on expected profitability by tax jurisdiction. A valuation allowance for such tax assets and loss carryforwards is provided when it is determined to be more likely than not that the benefit of such deferred tax asset will not be realized in future periods. If it becomes more likely than not that a tax asset will be used, the related valuation allowance on such assets would be reduced.
	Earnings Per Share:
	Basic earnings per share is calculated by dividing net income (loss) by the weighted-average number of shares outstanding during the period. Diluted earnings (loss) per share is calculated by dividing net income (loss) by the weighted-average number of common shares outstanding, after giving effect to all dilutive potential common shares outstanding during the period. Common stock issued to The Tile Shop members in exchange for their direct or indirect ownership interests in The Tile Shop are retroactively reflected from January 1, 2011 as the number of shares outstanding in all periods prior to August 21, 2012 for the purpose of the earnings (loss) per share calculation. The additional shares issued as part of the Business Combination have been reflected as outstanding shares from August 21, 2012. For the nine months ended September 30, 2013, diluted net loss per share is identical to basic net loss per share as all potentially dilutive securities have been excluded from the calculation of diluted net loss per common share because the inclusion of such securities would be anti-dilutive.
		(dollars in thousands)					(dollars in thousands)
		For the three months Ended September 30,					For the nine months Ended September 30,
		2013		2012			2013			2012
	Net income (loss)	$	4,050	$	(31,864	)	$	(37,083	)	$	(11,075	)
	Weighted average basic shares outstanding		50,911,104		36,581,888			49,129,577			33,544,079
	Effect of diluted securities attributable to stock based awards		980,924		-			-			-
	Weighted average diluted shares outstanding		51,892,028		36,581,888			49,129,577			33,544,079
	Earnings per share from continuing operations:
	Basic	$	0.08	$	(0.87	)	$	(0.75	)	$	(0.33	)
	Dilutive	$	0.08	$	(0.87	)	$	(0.75	)	$	(0.33	)
	Anti-dilutive securities excluded from EPS calculation		394,730		19,526,732			2,300,397			19,526,732
	Reclassifications:
	Certain accounts in the prior year's audited consolidated financial statements have been reclassified for comparative purposes to conform to the current year's presentation. The reclassification for 2012 was to present the long term portion of debt issuance costs as a long term asset.

Other_Accrued_Liabilities

Other Accrued Liabilities	9 Months Ended
	Sep. 30, 2013
Other Accrued Liabilities [Abstract]	'
Other Accrued Liabilities	'
	Note 5: Other Accrued Liabilities
	Other accrued liabilities consisted of the following at:
		(in thousands)
		30-Sep-13		31-Dec-12
	Customer deposits	$	4,351	$	4,080
	Taxes - other		2,156		1,490
	Interest payable		451		349
	Sales return reserve		2,850		1,815
		$	9,808	$	7,734

Debt

Debt	9 Months Ended
	Sep. 30, 2013
Debt [Abstract]	'
Debt	'
	Note 6: Debt
	On October 3, 2012, the Company and its operating subsidiary, The Tile Shop, LLC, entered into a credit agreement with Bank of America, N.A. (the "Credit Agreement"). The Credit Agreement, as amended, provides the Company with a $110 million senior secured credit facility, comprised of a five-year $25 million term loan and a $85 million revolving line of credit. Borrowings pursuant to the Credit Agreement bear interest at either a base rate or a LIBOR-based rate, at the option of the Company. The LIBOR-based rate will range from LIBOR plus 1.75% to 2.25%, depending on The Tile Shop's leverage ratio. The base rate is equal to the greatest of: (a) the Federal funds rate plus 0.50%, (b) the Bank of America "prime rate," and (c) the Eurodollar rate plus 1.00%, in each case plus 0.75% to 1.25% depending on The Tile Shop's leverage ratio. At both September 30, 2013 and December 31, 2012 the base interest rate was 4.25%. At September 30, 2013 and December 31, 2012 the LIBOR-based interest rate was 2.408% and 2.615%, respectively. At September 30, 2013, the outstanding balance on the term loan was $21.5 million and the outstanding balance on the revolving line of credit was $67.5 million. The term loan requires quarterly principal payments of $0.875 million. The Credit Agreement contains customary events of default, conditions to borrowings, and restrictive covenants, including restrictions on the Company's and The Tile Shop's ability to dispose of assets, make acquisitions, incur additional debt, incur liens, make investments, or enter into certain types of related party transactions. The credit facility also includes financial and other covenants including covenants to maintain certain fixed charge coverage ratios and rent adjusted leverage ratios. The Company was in compliance with the covenants during nine months ended September 30, 2013, based on an amendment dated April 30, 2013 which excluded the impact of the repurchase of warrants and the repurchase of capital stock, up to the amount of cash proceeds received from warrant exercises, from the calculation of certain financial covenants and an amendment dated July 8, 2013 which excluded the liabilities related to the New Market Tax Credit transaction (Note 11) in our leverage ratio.

Fair_Value_of_Financial_Instru

Fair Value of Financial Instruments	9 Months Ended
	Sep. 30, 2013
Fair Value of Financial Instruments [Abstract]	'
Fair Value of Financial Instruments	'
	Note 7: Fair Value of Financial Instruments
	These condensed consolidated financial statements include the following financial instruments: cash and cash equivalents, trade receivables, accounts payable, accrued expenses, capital leases, notes payable, debt and warrant liability. At September 30, 2013 and December 31, 2012, the carrying amount of the Company's cash and cash equivalents trade receivables accounts payable and accrued expenses approximated their fair values due to their short-term maturities. The carrying value of the Company's borrowings and capital lease obligation approximates fair value based upon the market interest rates available to the Company for debt and capital lease obligations with similar risk and maturities.
	Fair value is the price that would be received to sell an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. To measure fair value, the Company uses a three-tier valuation hierarchy based upon observable and non-observable inputs:
	Level 1 - Unadjusted quoted prices that are available in active markets for the identical assets or liabilities at the measurement date.
	Level 2 - Significant other observable inputs available at the measurement date, other than quoted prices included in Level 1, either directly or indirectly, including:
		§	Quoted prices for similar assets or liabilities in active markets;
		§	Quoted prices for identical or similar assets in non-active markets;
		§	Inputs other than quoted prices that are observable for the asset or liability; and
		§	Inputs that are derived principally from or corroborated by other observable market data.
	Level 3 - Significant unobservable inputs that cannot be corroborated by observable market data and reflect the use of significant management judgment. These values are generally determined using pricing models for which the assumptions utilize management's estimates of market participant assumptions.
	Our common stock warrants were listed for trading on the OTC market. As of September 30, 2013 and December 31, 2012, we had $0 and $95 million, respectively, in an accrued liability classified as a Level 1 security, related to warrants to purchase common stock. Warrant expense related to the change in fair value of the warrant liability was $0 million and $41.7 million for the three months ended September 30, 2013 and 2012 and $54.2 million and $41.7 million for the nine months ended September 30, 2013 and 2012.

Equity_Incentive_Plans

Equity Incentive Plans	9 Months Ended
	Sep. 30, 2013
Equity Incentive Plans [Abstract]	'
Equity Incentive Plans	'
	Note 8: Equity Incentive Plans
	2006 Plan:
	In 2006, The Tile Shop created an equity incentive deferred compensation plan for certain key employees. The plan provisions called for granting participation units to key employees to allow them to participate in the increased value of The Tile Shop. All the units vested immediately, which were accounted for under ASC 718 and classified as liabilities. The Company measured the liability at intrinsic value at each reporting period. Fluctuations in the intrinsic value of the liability award were recorded as increases or decreases in compensation expense immediately as the awards were fully vested at the grant date. The intrinsic value was calculated based on the difference between FMV of the Company's common unit, based on an analysis of the Company's enterprise value at each valuation date, and the initial FMV determined in accordance with the Plan.
	Effective immediately prior to the consummation of the Business Combination, The Tile Shop terminated the 2006 Plan and agreed to make a lump-sum cash payment to each holder of the equity units one day following the first anniversary of the effective date of the Business Combination. The Company recognized compensation expense of $0 and $2.6 million for the three months ended September 30, 2013 and 2012 and $0 and $3.9 million for the nine months ended September 30, 2013 and 2012 related to this Plan. The balance of this plan was paid in full during the quarter ended September 30, 2013.
	Stock based compensation:
	The Company measures and recognizes compensation expense for all stock-based awards at fair value. The financial statements for the three and nine months ended September 30, 2013 and 2012 include compensation cost for the portion of outstanding awards which have vested during those periods. The Company recognizes stock based compensation costs on a straight-line basis over the requisite service period of the award, which is generally the option vesting term. For the three and nine months ended September 30, 2013 total stock based compensation expense was $0.8 million and $2.4 million, respectively. Total stock based compensation was $0.2 million for both the three and nine months ended September 30, 2012. Stock based compensation is included in selling, general and administrative expenses in the accompanying condensed consolidated statements of income.
	As of September 30, 2013, the Company had 2,058,499 outstanding stock-based awards at a weighted average strike price of $12.10.
	Restricted stock:
	The Company awards restricted common shares to selected employees, and non-employee directors. Recipients are not required to provide any consideration other than continued service. Company share awards are subject to certain restrictions on transfer, and all or part of the shares awarded may be subject to forfeiture upon the occurrence of certain events, including employment termination. The restricted stock is valued at its grant date fair value and expensed over the requisite service period or the vesting term of the awards. For the three and nine months ended September 30, 2013 total stock based compensation expense was $0.3 million and $1.0 million, respectively. Total stock based compensation was $0.1 million for both the three and nine months ended September 30, 2012. Stock based compensation is included in selling, general and administrative expenses in the accompanying condensed consolidated statements of income.
	As of September 30, 2013, the Company had 309,230 outstanding restricted common shares.

Warrants

Warrants	9 Months Ended
	Sep. 30, 2013
Warrants [Abstract]	'
Warrants	'
	Note 9: Warrants
	The Company evaluated the warrants under Accounting Standards Codification ("ASC") Subtopic 815-40, Contracts in Entity's Own Equity. ASC Section 815-40-15 addresses equity versus liability treatment and classification of equity-linked financial instruments, including common stock purchase warrants, and states that a warrant may be classified as a component of equity only if, among other things, the warrant is indexed only to the issuer's common stock. Under ASC Section 815-40-15, a warrant is not indexed to the issuer's common stock if the terms of the warrant require an adjustment to the exercise price upon a specified event and that event is not an input to the fair value of the warrant. Based on its evaluation, the Company concluded that the warrants are not indexed to the Company's common stock in the manner contemplated by ASC Section 815-40-15 because the transactions that will trigger the Price Reduction Provision are not inputs to the fair value of the warrants. Accordingly, the existence of the Price Reduction Provision in the warrants required us to classify the warrants as a derivative liability.
	As of September 30, 2013, the Company had no outstanding warrants. During the nine months ended September 30, 2013, 1) 7,166,382 warrants were exercised for cash proceeds of $82.4 million and 2) 6,731,938 warrants were exercised on a cashless basis in exchange for of 2,790,061 shares.
	In March 2013, we completed the purchase of 3,580,004 outstanding warrants in private transactions. The aggregate purchase price to acquire the warrants was approximately $30.1 million. These purchases were funded with the cash proceeds received from the exercise of publicly held warrants.
	In April 2013, we directed our transfer agent to notify the holders of any remaining outstanding warrants of the call for early exercise. These warrant holders had until May 12, 2013 to exercise their outstanding warrants on a cashless basis. Thereafter, any warrants that remained unexercised were automatically redeemed by the Company at a redemption price of $0.01 per warrant in cash. On May 15, 2013, we automatically redeemed 7,071 warrants.

Equity

Equity	9 Months Ended
	Sep. 30, 2013
Equity [Abstract]	'
Equity	'
	Note 10: Equity
	On May 23, 2013, the Company's Board of Directors approved a stock repurchase authorizing the Company to repurchase 1,986,290 shares of our common stock for retirement with an aggregate value of $46.0 million. We completed this transaction on June 17, 2013 and formally retired the shares.
	On June 10, 2013, the Company registered 4.25 million common shares for purposes of a secondary offering by the Company's selling shareholders. The Company received no proceeds from this offering of shares.

New_Market_Tax_Credit_Entities

New Market Tax Credit Entities	9 Months Ended
	Sep. 30, 2013
New Market Tax Credit Entities [Abstract]	'
New Market Tax Credit Entities	'
	Note 11: New Market Tax Credit Entities
	In July 2013 we entered into a financing transaction with Chase Community Equity or "Chase,", and U.S. Bank Community, LLC or "U.S. Bank", collectively the "investors" related to a $19.1 million acquisition, rehabilitation and construction of our new distribution and manufacturing center in Durant, Oklahoma. The investors made a capital contribution to, and Tile Shop Lending made a loan to Chase New Market Tax Credit, The Tile Shop of Oklahoma Investment Fund, LLC, and The Tile Shop Investment Fund LLC, or the "Investment Funds," under a qualified New Markets Tax Credit, or "NMTC," program. The NMTC program was provided for in the Community Renewal Tax Relief Act of 2000, or the "Act," and is intended to induce capital investment in qualified lower income communities. The Act permits taxpayers to claim credits against their Federal income taxes for up to 39% of qualified investments in the equity of community development entities, or "CDEs." CDEs are privately managed investment institutions that are certified to make qualified low-income community investments, or "QLICIs."
	In July 2013 Tile Shop Lending loaned $13.5 million to the Investment Funds at an interest rate of 1.35% per year and with a maturity of September 30, 2043. The Investment Funds then contributed the loan to certain CDEs, which, in turn, loaned the funds on similar terms to Tile Shop of Oklahoma, LLC, our indirect, wholly-owned subsidiary. The proceeds of the loans from the CDEs (including loans representing the capital contribution made by the investors, net of syndication fees) were used to partially fund the new manufacturing and distribution center project.
	In July 2013, the investors also contributed $5.6 million to the Investment Funds and, by virtue of such contribution, are entitled to substantially all of the tax benefits derived from the NMTCs, while we effectively received net loan proceeds equal to investor's contributions to the Investment Fund. This transaction includes a put/call provision whereby we may be obligated or entitled to repurchase the investors' interest. We believe that the investors will exercise the put option in September 2020 at the end of the recapture period. The value attributed to the put/call is de minimis. The NMTC is subject to 100% recapture for a period of seven years as provided in the Internal Revenue Code. We are required to be in compliance with various regulations and contractual provisions that apply to the NMTC arrangement. Non-compliance with applicable requirements could result in projected tax benefits not being realized and, therefore, could require us to indemnify the investors for any loss or recapture of NMTCs related to the financing until such time as our obligation to deliver tax benefits is relieved. We do not anticipate any credit recaptures will be required in connection with this arrangement.
	We have determined that the financing arrangement with the Investment Funds and CDEs contains a variable interest entity, or "VIE." The ongoing activities of the Investment Funds - collecting and remitting interest and fees and NMTC compliance - were all considered in the initial design and are not expected to significantly affect economic performance throughout the life of the Investment Funds. Management considered the contractual arrangements that obligate us to deliver tax benefits and provide various other guarantees to the structure; Chase's and U.S. Bank Community LLC's lack of a material interest in the underling economics of the project; and the fact that we are obligated to absorb losses of the Investment Fund. We concluded that we are the primary beneficiary of the VIE and consolidated the Investment Funds, as a VIE, in accordance with the accounting standards for consolidation. Chase's and U.S. Bank Community LLC's contributions of $4.4 million, net of syndication fees, are included in cash, restricted cash, and other long-term liabilities in the accompanying condensed consolidated balance sheet. Direct costs of $1.0 million incurred in structuring the financing arrangement are deferred and will be recognized as expense over the term of the loans (40 years). Incremental costs to maintain the structure during the compliance period are recognized as incurred. The restricted cash is expected to be released in full by December 31, 2013.

Summary_of_Selected_Significan1

Summary of Selected Significant Accounting Polices (Policy)	9 Months Ended
	Sep. 30, 2013
Summary of Selected Significant Accounting Policies [Abstract]	'
Inventories	'
	Inventories:
	Inventories are stated at the lower of cost (determined on the first-in, first-out method) or market. Inventories consist primarily of merchandise held for sale. Inventories were comprised of the following as September 30, 2013 and December 31, 2012:
		(in thousands)
		30-Sep-13		31-Dec-12
	Finished goods	$	59,508	$	39,353
	Raw materials		1,533		858
	Finished goods in transit		10,822		6,679
	Total	$	71,863	$	46,890
Income taxes	'
	Income taxes:
	As a result of the Business Combination, beginning August 21, 2012, the Company's results of operations are taxed as a C Corporation. Prior to the Business Combination, The Tile Shop's operations were taxed as a limited liability company, whereby The Tile Shop elected to be taxed as a partnership and the income or loss was required to be reported by each respective member on their separate income tax returns. Therefore, no provision for federal income taxes has been provided in the accompanying condensed consolidated financial statements for periods prior to August 21, 2012. The provision recorded for the period prior to August 21, 2012, represents income taxes primarily payable by The Tile Shop, due to minimum fees in several states and income tax in the state of Michigan.
	The change in status to a taxable entity and the transactions consummated as part of the Business Combination resulted in the recognition of deferred tax assets and liabilities based on the expected tax consequences of temporary differences between the book and tax basis of The Tile Shop's assets and liabilities at the date of the Business Combination including the following: (i) historical outside basis difference at August 21, 2012, and (ii) the tax basis increase of The Tile Shop membership interests directly held by the Company related to the Business Combination. At September 30, 2012, outside basis differences prior to the Business Combination relating primarily to temporary basis differences in inventory, fixed assets, accruals, and outside basis differences, totaled approximately $5.3 million, which have been tax-effected at a 40% rate. This deferred tax asset of $5.3 million was recognized and included in the tax benefit for the three and nine months ended September 30, 2012. The tax provision for the three and nine months ended September 30, 2012, also included a tax expense of $0.5 million which was determined using a projected effective tax rate of 42.0% on income for the period from August 21, 2012 (the date on which the tax status changed to a C Corporation) to December 31, 2012. The tax expense on income before income taxes for the three and nine months ended September 30, 2013 is $2.8 million and $11 million, respectively. The nine months ended September 30, 2013 tax expense of $11 million based on the nine month loss of $26 million is due to the significant non deductible expense added back for a change in warrant liability.
	The Company recognizes deferred tax liabilities and assets for the expected future tax consequences of events that have been included in the financial statements or tax returns. Deferred tax liabilities and assets are determined based on the difference between the financial statement basis and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The Company estimates the degree to which tax assets and credit carryforwards will result in a benefit based on expected profitability by tax jurisdiction. A valuation allowance for such tax assets and loss carryforwards is provided when it is determined to be more likely than not that the benefit of such deferred tax asset will not be realized in future periods. If it becomes more likely than not that a tax asset will be used, the related valuation allowance on such assets would be reduced.
Earnings Per Share	'
	Earnings Per Share:
	Basic earnings per share is calculated by dividing net income (loss) by the weighted-average number of shares outstanding during the period. Diluted earnings (loss) per share is calculated by dividing net income (loss) by the weighted-average number of common shares outstanding, after giving effect to all dilutive potential common shares outstanding during the period. Common stock issued to The Tile Shop members in exchange for their direct or indirect ownership interests in The Tile Shop are retroactively reflected from January 1, 2011 as the number of shares outstanding in all periods prior to August 21, 2012 for the purpose of the earnings (loss) per share calculation. The additional shares issued as part of the Business Combination have been reflected as outstanding shares from August 21, 2012. For the nine months ended September 30, 2013, diluted net loss per share is identical to basic net loss per share as all potentially dilutive securities have been excluded from the calculation of diluted net loss per common share because the inclusion of such securities would be anti-dilutive.
		(dollars in thousands)					(dollars in thousands)
		For the three months Ended September 30,					For the nine months Ended September 30,
		2013		2012			2013			2012
	Net income (loss)	$	4,050	$	(31,864	)	$	(37,083	)	$	(11,075	)
	Weighted average basic shares outstanding		50,911,104		36,581,888			49,129,577			33,544,079
	Effect of diluted securities attributable to stock based awards		980,924		-			-			-
	Weighted average diluted shares outstanding		51,892,028		36,581,888			49,129,577			33,544,079
	Earnings per share from continuing operations:
	Basic	$	0.08	$	(0.87	)	$	(0.75	)	$	(0.33	)
	Dilutive	$	0.08	$	(0.87	)	$	(0.75	)	$	(0.33	)
	Anti-dilutive securities excluded from EPS calculation		394,730		19,526,732			2,300,397			19,526,732
Reclassifications	'
	Reclassifications:
	Certain accounts in the prior year's audited consolidated financial statements have been reclassified for comparative purposes to conform to the current year's presentation. The reclassification for 2012 was to present the long term portion of debt issuance costs as a long term asset.

Business_Combination_Tables

Business Combination (Tables)	9 Months Ended
	Sep. 30, 2013
Business Combination [Abstract]	'
Schedule of cash flows related to the business combination	'
	The cash flows related to the Business Combination, as reported in the Condensed Consolidated Statement of Cash Flow is summarized as follows:
		Amount (in thousands)
	Cash in trust at JWCAC	$	124,950
	Add: proceeds from issue of shares	$	15,000
	Less: redemption of JWCAC public shares		(54,960	)
	Less: cash paid to The Tile Shop members		(75,000	)
	Less: payment of deferred offering cost by JWCAC		(4,588	)
	Less: payment of transaction expenses		(4,644	)
	Remaining cash received by the Company in the merger	$	758

Summary_of_Selected_Significan2

Summary of Selected Significant Accounting Polices (Tables)	9 Months Ended
	Sep. 30, 2013
Summary of Selected Significant Accounting Policies [Abstract]	'
Schedule of Inventories	'
	Inventories were comprised of the following as September 30, 2013 and December 31, 2012:
		(in thousands)
		30-Sep-13		31-Dec-12
	Finished goods	$	59,508	$	39,353
	Raw materials		1,533		858
	Finished goods in transit		10,822		6,679
	Total	$	71,863	$	46,890
Schedule of Basic and Diluted Earnings Per Share	'
		(dollars in thousands)					(dollars in thousands)
		For the three months Ended September 30,					For the nine months Ended September 30,
		2013		2012			2013			2012
	Net income (loss)	$	4,050	$	(31,864	)	$	(37,083	)	$	(11,075	)
	Weighted average basic shares outstanding		50,911,104		36,581,888			49,129,577			33,544,079
	Effect of diluted securities attributable to stock based awards		980,924		-			-			-
	Weighted average diluted shares outstanding		51,892,028		36,581,888			49,129,577			33,544,079
	Earnings per share from continuing operations:
	Basic	$	0.08	$	(0.87	)	$	(0.75	)	$	(0.33	)
	Dilutive	$	0.08	$	(0.87	)	$	(0.75	)	$	(0.33	)
	Anti-dilutive securities excluded from EPS calculation		394,730		19,526,732			2,300,397			19,526,732

Other_Accrued_Liabilities_Tabl

Other Accrued Liabilities (Tables)	9 Months Ended
	Sep. 30, 2013
Other Accrued Liabilities [Abstract]	'
Schedule of Other Accrued Liabilities	'
	Other accrued liabilities consisted of the following at:
		(in thousands)
		30-Sep-13		31-Dec-12
	Customer deposits	$	4,351	$	4,080
	Taxes - other		2,156		1,490
	Interest payable		451		349
	Sales return reserve		2,850		1,815
		$	9,808	$	7,734

Business_Combination_Narrative

Business Combination (Narrative) (Details) (USD $)	1 Months Ended	9 Months Ended
In Thousands, except Share data, unless otherwise specified	Aug. 21, 2012	Sep. 30, 2013	Sep. 30, 2012	Dec. 31, 2012	Jan. 01, 2010
Business Combination [Abstract]	'	'	'	'	'
Cash payment for Tile Shop LLC	$75,000	'	$75,000	'	'
Shares issued in business combination, shares	32,000,000	'	'	'	'
Shares issued in business combination, value	320,000	'	'	'	'
Issuance of promissory note as part of merger transaction	69,800	'	'	'	'
Equity interest held by partner	75.20%	'	'	'	'
Common stock, shares issued	42,534,884	51,176,278	'	43,177,822	'
Common stock, shares outstanding	42,534,884	51,176,278	'	43,177,822	32,329,897
Common stock issued to The Tile Shop members	'	'	'	'	32,000,000
Common stock held by former shareholders	'	'	'	'	329,897
Amount of promissory note reflected as a distribution of retained earnings	$52,500	'	'	'	'

Business_Combination_Schedule_

Business Combination (Schedule of Cash Flows related to Business Combination) (Details) (USD $)	1 Months Ended	9 Months Ended
In Thousands, unless otherwise specified	Aug. 21, 2012	Sep. 30, 2013	Sep. 30, 2012
Business Combination [Abstract]	'	'	'
Cash in trust at JWCAC	$124,950	'	$62,904
Add: proceeds from issue of shares	15,000	'	15,000
Less: redemption of JWCAC public shares	-54,960	'	'
Less: cash paid to The Tile Shop members	-75,000	'	-75,000
Less: payment of deferred offering cost by JWCAC	-4,588	'	'
Less: payment of transaction expenses	-4,644	'	'
Remaining cash received by the Company in the merger	$758	'	'

Summary_of_Selected_Significan3

Summary of Selected Significant Accounting Polices (Narrative) (Details) (USD $)	1 Months Ended	3 Months Ended		4 Months Ended	9 Months Ended
In Thousands, unless otherwise specified	Aug. 21, 2012	Sep. 30, 2013	Sep. 30, 2012	Dec. 31, 2012	Sep. 30, 2013	Sep. 30, 2012
Summary of Selected Significant Accounting Policies [Abstract]	'	'	'	'	'	'
Deferred tax assets relating primarily to temporary basis differences in inventory, fixed assets, accruals, and outside basis differences	'	'	$5,300	'	'	$5,300
Income tax rate	40.00%	'	'	'	'	'
Tax expense on income before income taxes	'	2,757	-4,723	'	11,036	-4,299
Projected effective tax rate	'	'	'	42.00%	'	'
Loss before income taxes	'	$6,807	($36,587)	'	($26,047)	($15,374)

Summary_of_Selected_Significan4

Summary of Selected Significant Accounting Polices (Schedule of Inventories) (Details) (USD $)	Sep. 30, 2013	Dec. 31, 2012
In Thousands, unless otherwise specified
Inventories consisted of the following:	'	'
Finished goods	$59,508	$39,353
Raw materials	1,533	858
Finished goods in transit	10,822	6,679
Total	$71,863	$46,890

Summary_of_Selected_Significan5

Summary of Selected Significant Accounting Polices (Schedule of Earnings Per Share) (Details) (USD $)	3 Months Ended		9 Months Ended
In Thousands, except Share data, unless otherwise specified	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012
Earnings Per Share [Abstract]	'	'	'	'
Net income (loss)	$4,050	($31,864)	($37,083)	($11,075)
Weighted average basic shares outstanding	50,911,104	36,581,888	49,129,577	33,544,079
Effect of diluted securities attributable to stock based awards	980,924	'	'	'
Weighted average diluted shares outstanding	51,892,028	36,581,888	49,129,577	33,544,079
Basic	$0.08	($0.87)	($0.75)	($0.33)
Dilutive	$0.08	($0.87)	($0.75)	($0.33)
Anti-dilutive secruites excluded from EPS calculation	394,730	19,526,732	2,300,397	19,526,732

Other_Accrued_Liabilities_Deta

Other Accrued Liabilities (Details) (USD $)	Sep. 30, 2013	Dec. 31, 2012
In Thousands, unless otherwise specified
Other Accrued Liabilities [Abstract]	'	'
Customer deposits	$4,351	$4,080
Taxes - other	2,156	1,490
Interest payable	451	349
Sales return reserve	2,850	1,815
Total other accrued liabilities	$9,808	$7,734

Debt_Details

Debt (Details) (USD $)	9 Months Ended	12 Months Ended		0 Months Ended
In Thousands, unless otherwise specified	Sep. 30, 2013	Dec. 31, 2012	Oct. 03, 2012	Oct. 03, 2012	Oct. 03, 2012
				Minimum [Member]	Maximum [Member]
Debt Instrument [Line Items]	'	'	'	'	'
Line of credit, maximum borrowing capacity	'	'	$110,000	'	'
Interest rate additional rate over one-month LIBOR	2.41%	2.62%	'	1.75%	2.25%
Credit facility, term loan	21,500	'	25,000	'	'
Revolving line of credit	67,500	'	85,000	'	'
Optional base rate, interest spread above Eurodollar rate	'	'	1.00%	0.75%	1.25%
Optional base rate, interest spread above Federal Funds rate	'	'	0.50%	'	'
Base interest rate	4.25%	4.25%	'	'	'
Credit facility agreement, quarterly principal payment	$875	'	'	'	'

Fair_Value_of_Financial_Instru1

Fair Value of Financial Instruments (Details) (USD $)	3 Months Ended		9 Months Ended
In Thousands, unless otherwise specified	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012	Dec. 31, 2012
Fair Value of Financial Instruments [Abstract]	'	'	'	'	'
Warrant liability	'	'	'	'	$95,645
Change in fair value of warrants	'	($41,707)	($54,219)	($41,707)	'

Equity_Incentive_Plans_Details

Equity Incentive Plans (Details) (USD $)	3 Months Ended		9 Months Ended
In Thousands, except Share data, unless otherwise specified	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012	Dec. 31, 2012
Equity Incentive Plan	'	'	'	'	'
Deferred compensation expense	'	$2,624	'	$3,897	'
Deferred compensation liability	'	'	'	'	6,171
Stock based compensation	800	200	2,400	200	'
Options outstanding	2,058,499	'	2,058,499	'	'
Weighted average strike price of options outstanding	$12.10	'	$12.10	'	'
Restricted Stock Units [Member]	'	'	'	'	'
Equity Incentive Plan	'	'	'	'	'
Stock based compensation	300	100	1,000	100	'
Options outstanding	309,230	'	309,230	'	'
2006 Plan [Member]	'	'	'	'	'
Equity Incentive Plan	'	'	'	'	'
Stock based compensation	'	$2,600	'	$3,900	'

Warrants_Details

Warrants (Details) (USD $)	0 Months Ended	9 Months Ended
In Thousands, except Share data, unless otherwise specified	15-May-13	Sep. 30, 2013	Sep. 30, 2012	Mar. 31, 2013
Warrants [Abstract]	'	'	'	'
Warrants exercised	'	7,166,382	'	'
Proceeds from exercise of warrants	'	$82,413	$599	'
Warrants exercised for cashless basis	'	6,731,938	'	'
Number of shares covered by option	'	2,790,061	'	'
Warrants to purchase shares of common stock outstanding	'	'	'	3,580,004
Fair value of warrants	'	'	'	$30,100
Warrant redemption price	$0.01	'	'	'
Warrants reclassified from liability to equity	7,071	'	'	'

Equity_Details

Equity (Details) (USD $)	0 Months Ended	1 Months Ended
In Thousands, except Share data, unless otherwise specified	Jun. 10, 2013	23-May-13
Equity [Abstract]	'	'
Number of shares authorized for repurchase	'	1,986,290
Stock repurchase program, authorized amount	'	$46,000
Shares registered in second offering	4,250,000	'

New_Market_Tax_Credit_Entities1

New Market Tax Credit Entities (Details) (Investment Funds [Member], USD $)	1 Months Ended
In Millions, unless otherwise specified	Jul. 31, 2013
Chase and US Bank [Member]	'
Investment Holdings [Line Items]	'
Financing receivable	$19.10
Percent of qualified investments	39.00%
Capital contribution	5.6
Contributions, net of syndication fees	4.4
Tile Shop Lending [Member]	'
Investment Holdings [Line Items]	'
Proceeds from loan	13.5
Interest rate	1.35%
Maturity date	30-Sep-43
Financing costs	$1
Term	'40 years