Document_And_Entity_Informatio
Document And Entity Information (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Feb. 20, 2015 | Jun. 30, 2014 | |
Document and Entity Information [Abstract] | |||
Entity Registrant Name | TILE SHOP HOLDINGS, INC. | ||
Document Type | 10-K | ||
Current Fiscal Year End Date | -19 | ||
Entity Common Stock, Shares Outstanding | 51,315,047 | ||
Entity Public Float | $590,417,265 | ||
Amendment Flag | FALSE | ||
Entity Central Index Key | 1552800 | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Accelerated Filer | ||
Entity Well-known Seasoned Issuer | No | ||
Document Period End Date | 31-Dec-14 | ||
Document Fiscal Year Focus | 2014 | ||
Document Fiscal Period Focus | FY |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Assets | ||
Cash and cash equivalents | $5,759 | $1,761 |
Restricted cash | 219 | 985 |
Trade receivables, net | 1,712 | 1,198 |
Inventories | 68,857 | 67,756 |
Prepaid inventory | 345 | 4,311 |
Income tax receivable | 4,937 | 9,528 |
Deferred tax assets - current | 3,913 | 3,588 |
Other current assets, net | 2,791 | 2,577 |
Total Current Assets | 88,533 | 91,704 |
Property, plant and equipment, net | 139,294 | 123,289 |
Deferred tax assets | 22,676 | 24,192 |
Other assets, net | 1,687 | 2,457 |
Total Assets | 252,190 | 241,642 |
Liabilities and Stockholders' Equity | ||
Accounts payable | 13,759 | 22,867 |
Current portion of long-term debt | 3,595 | 3,590 |
Other accrued liabilities | 14,798 | 13,528 |
Total Current Liabilities | 32,152 | 39,985 |
Long-term debt, net | 88,525 | 91,646 |
Capital lease obligation, net | 890 | 1,161 |
Deferred rent | 33,163 | 25,800 |
Other long-term liabilities | 3,765 | 4,554 |
Total Liabilities | 158,495 | 163,146 |
Stockholders’ equity: | ||
Common stock, par value $0.0001; authorized: 100,000,000 shares; issued and outstanding: 51,314,005 and 51,229,720 shares, respectively | 5 | 5 |
Additional paid-in-capital | 174,371 | 169,719 |
Accumulated deficit | -80,681 | -91,228 |
Total stockholders’ equity | 93,695 | 78,496 |
Total Liabilities and Stockholders' Equity | $252,190 | $241,642 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parentheticals) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Common stock, par value (in Dollars per share) | $0.00 | $0.00 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 51,314,005 | 51,229,720 |
Common Stock, Shares Outstanding | 51,314,005 | 51,229,720 |
Consolidated_Statements_of_Inc
Consolidated Statements of Income (USD $) | 12 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Net sales | $257,192 | $229,564 | $182,650 |
Cost of sales | 78,300 | 68,755 | 49,626 |
Gross profit | 178,892 | 160,809 | 133,024 |
Selling, general and administrative expenses | 157,316 | 127,731 | 94,716 |
Deferred compensation expense | 3,897 | ||
Income from operations | 21,576 | 33,078 | 34,411 |
Interest expense | 3,141 | 2,581 | 1,252 |
Change in fair value of warrants | 54,219 | 82,063 | |
Other income (expense) | -506 | 4 | 15 |
Income (loss) before income taxes | 17,929 | -23,718 | -48,889 |
(Provision for) benefit from income taxes | -7,382 | -11,942 | 2,002 |
Net (loss) income | 10,547 | -35,660 | -46,887 |
(Loss) income per common share: | |||
Basic (in Dollars per share) | $0.21 | ($0.72) | ($1.31) |
Diluted (in Dollars per share) | $0.21 | ($0.72) | ($1.31) |
Weighted average shares outstanding: | |||
Basic (in Shares) | 51,015,354 | 49,600,396 | 35,837,609 |
Diluted (in Shares) | 51,029,790 | 49,600,396 | 35,837,609 |
Pro forma computation related to conversion to C Corporation for income tax purposes (unaudited) | |||
Historical loss before income taxes | -48,889 | ||
Pro forma provision for income taxes | ($13,270) | ||
Pro forma net (loss) income (in Dollars per share) | ($62,159) |
Consolidated_Statements_of_Sto
Consolidated Statements of Stockholders’ Equity (Deficit) (USD $) | Common Stock [Member] | Additional Paid-in Capital [Member] | Treasury Stock [Member] | Retained Earnings [Member] | Total |
In Thousands, except Share data | |||||
Balance at Dec. 31, 2011 | $3 | $8,175 | ($261) | $65,863 | $73,780 |
Balance (in Shares) at Dec. 31, 2011 | 32,000,000 | ||||
Merger of JWC Acquisition Corp | 1 | -13,909 | -13,908 | ||
Merger of JWC Acquisition Corp (in Shares) | 10,534,884 | ||||
Issuance of promissory note | -17,282 | -52,489 | -69,771 | ||
Distributions to members of Tile Shop LLC | -22,055 | -22,055 | |||
Cancellation of treasury units | -261 | 261 | |||
Issuance of restricted shares (in Shares) | 295,000 | ||||
Exercise of warrants | 5,569 | 5,569 | |||
Exercise of warrants (in Shares) | 347,938 | ||||
Stock based compensation | 1,953 | 1,953 | |||
Expenses for business combination | -2,490 | -2,490 | |||
Deferred income taxes | 27,679 | 27,679 | |||
Net income (loss) | -46,887 | -46,887 | |||
Balance at Dec. 31, 2012 | 4 | 9,434 | -55,568 | -46,130 | |
Balance (in Shares) at Dec. 31, 2012 | 43,177,822 | ||||
Issuance of restricted shares (in Shares) | 64,230 | ||||
Exercise of warrants | 1 | 82,413 | 82,414 | ||
Exercise of warrants (in Shares) | 7,166,381 | ||||
Repurchase of warrants | -30,108 | -30,108 | |||
Non-cash exercise of warrants | -1 | -1 | |||
Non-cash exercise of warrants (in Shares) | 2,790,061 | ||||
Reclass warrant liability to equity | 149,865 | 149,865 | |||
Common stock repurchase | -46,000 | -46,000 | |||
Common stock repurchase (in Shares) | -1,986,290 | ||||
Stock based compensation | 4,680 | 4,680 | |||
Stock option exercises | 100 | 100 | |||
Stock option exercises (in Shares) | 17,516 | 22,999 | |||
Adjustment to merger consideration | -1,102 | -1,102 | |||
Deferred income taxes | 438 | 438 | |||
Net income (loss) | -35,660 | -35,660 | |||
Balance at Dec. 31, 2013 | 5 | 169,719 | -91,228 | 78,496 | |
Balance (in Shares) at Dec. 31, 2013 | 51,229,720 | 51,229,720 | |||
Issuance of restricted shares (in Shares) | 76,066 | ||||
Stock based compensation | 4,617 | 4,617 | |||
Stock option exercises | 35 | 35 | |||
Stock option exercises (in Shares) | 8,219 | 15,917 | |||
Net income (loss) | 10,547 | 10,547 | |||
Balance at Dec. 31, 2014 | $5 | $174,371 | ($80,681) | $93,695 | |
Balance (in Shares) at Dec. 31, 2014 | 51,314,005 | 51,314,005 |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Cash Flows From Operating Activities | |||
Net income (loss) | $10,547 | ($35,660) | ($46,887) |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | |||
Amortization of debt issuance costs | 210 | 148 | 19 |
Depreciation | 19,925 | 14,316 | 10,530 |
Loss on disposals of property, plant and equipment | 633 | 101 | 23 |
Change in fair value of warrants | 54,219 | 82,063 | |
Deferred rent | 7,364 | 6,977 | 2,999 |
Stock based compensation | 4,617 | 4,680 | 1,381 |
Deferred compensation expense | 3,897 | ||
Deferred income taxes | 1,190 | 3,788 | -2,550 |
Changes in operating assets and liabilities: | |||
Trade receivables | -514 | -189 | -270 |
Inventories | -1,101 | -20,866 | -280 |
Prepaid expenses and other current assets | 3,675 | 2,173 | -4,693 |
Accounts payable | -5,174 | 2,013 | 1,121 |
Income tax receivable/ payable | 4,591 | -6,999 | -2,529 |
Payment of deferred compensation | -6,171 | ||
Accrued expenses and other liabilities | 1,238 | 2,681 | 2,398 |
Net cash provided by operating activities | 47,201 | 21,211 | 47,222 |
Cash Flows From Investing Activities | |||
Proceeds from cash surrender value of life insurance policy | 687 | ||
Change in value of life insurance policy | -10 | -86 | -11 |
Purchases of property, plant and equipment | -41,229 | -52,869 | -29,053 |
Net cash used in investing activities | -40,552 | -52,955 | -29,064 |
Cash Flows From Financing Activities | |||
Release of restricted cash | 766 | 2,471 | |
Payments on promissory notes | -69,771 | ||
Payments of long-term debt and capital lease obligations | -26,412 | -3,714 | -2,628 |
Advances on line of credit | 23,000 | 25,566 | 72,600 |
Distributions to members of Tile Shop LLC | -26,306 | ||
Repurchase of warrants | -30,108 | ||
Repurchase of common units | -46,000 | ||
Proceeds from exercise of warrants | 82,413 | 4,001 | |
Proceeds from exercise of stock options | 35 | 100 | |
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 | ||
Expenses for business combination | -2,463 | ||
Payment towards special cash distribution units | -300 | ||
Receipt on note from member | 1,205 | ||
Debt issuance costs | -300 | -594 | |
Security deposits | -40 | 90 | -102 |
Net cash provided by (used in) financing activities | -2,651 | 30,518 | -21,454 |
Net change in cash | 3,998 | -1,226 | -3,296 |
Cash and cash equivalents beginning of period | 1,761 | 2,987 | 6,283 |
Cash and cash equivalents end of period | 5,759 | 1,761 | 2,987 |
Cash paid for interest | 3,146 | 2,521 | 349 |
Cash paid for income taxes | 2,792 | 15,006 | 195 |
Increase (decrease) in fixed assets through accounts payable | ($3,934) | $4,783 | $1,516 |
Note_1_Summary_of_Significant_
Note 1 - Summary of Significant Accounting Polices | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Accounting Policies [Abstract] | |||||||||
Significant Accounting Policies [Text Block] | Note 1: Summary of Significant Accounting Policies | ||||||||
Nature of Business: | |||||||||
The Tile Shop was founded in 1985. The Company offers a wide selection of manufactured and natural stone tiles, setting and maintenance materials, and related accessories in retail locations across the United States. The Company’s assortment includes over 4,000 products from around the world that consist of ceramic, porcelain, glass, and metal tiles. The Company also sells natural stone products including marble, granite, quartz, sandstone, travertine, slate, and onyx tiles. The majority of the tile products are sold under our proprietary Rush River and Fired Earth brands. The Company purchases the tile products, accessories and tools directly from its network of vendors. The Company also manufactures its own setting and maintenance materials, such as thinset, grout, and sealers under the Superior brand name. As of December 31, 2014, the Company operated 107 stores in 31 states, with an average size of 22,200 square feet. The Company also sells products on its website. | |||||||||
Tile Shop Holdings, Inc. (“Holdings”, and together with its wholly owned subsidiaries, the “Company”) was incorporated in Delaware in June 2012. On August 21, 2012, Holdings consummated the transactions contemplated pursuant to that certain Contribution and Merger Agreement dated as of June 27, 2012, among Holdings, JWC Acquisition Corp., a publicly-held Delaware corporation (“JWCAC”), The Tile Shop, LLC, a privately-held Delaware limited liability company (“The Tile Shop”), and certain other parties. Through a series of transactions, The Tile Shop was contributed to and became a subsidiary of Holdings and Holdings effected a business combination with and became a successor issuer to JWCAC. These transactions are referred to herein as the “Business Combination.” | |||||||||
Basis of Presentation: | |||||||||
The consolidated financial statements of Holdings include the accounts of its wholly owned subsidiaries, and variable interest entities. See Note 12, “New Market Tax Credit” (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. | |||||||||
Use of Estimates: | |||||||||
The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements. The Company bases its estimates and judgments on historical experience and on various other assumptions that it believes are reasonable under the circumstances. The amount of assets and liabilities reported on the Company's balance sheets and the amounts of income and expenses reported for each of the periods presented are affected by estimates and assumptions, which are used for, but not limited to, the accounting for revenue recognition and related reserves for sales returns, useful lives of property, plant and equipment, determining impairment on long-lived assets, valuation of inventory, determining liabilities associated with self-insured health and workers compensation risks, determining compensation expense on stock based compensation plans and accruals for incentive compensation. Actual results may differ from these estimates. | |||||||||
Reclassification: | |||||||||
Certain amounts in the prior year’s audited consolidated financial statements have been reclassified for comparative purposes to conform to the current year’s presentation. | |||||||||
Cash and Cash Equivalents: | |||||||||
The Company had cash and cash equivalents of $5.8 million and $1.8 million at December 31, 2014, and 2013, respectively. The Company considers all highly liquid investments with a maturity date of three months or less when purchased to be cash equivalents. The Company accepts a range of debit and credit cards, and these transactions are generally transmitted to a bank for reimbursement within 24 hours. The payments due from the banks for these debit and credit card transactions are generally received, or settle, within 24 to 48 hours of the transmission date. The Company considers all debit and credit card transactions that settle in less than seven days to be cash and cash equivalents. Amounts due from the banks for these transactions classified as cash and cash equivalents totaled $1.9 million at December 31, 2014. | |||||||||
Trade Receivables: | |||||||||
Trade receivables are carried at original invoice amount less an estimate made for doubtful accounts. Management determines the allowance for doubtful accounts on a specific identification basis as well as by using historical experience applied to an aging of accounts. Trade receivables are written off when deemed uncollectible. Recoveries of trade receivables previously written off are recorded when received. The allowance for doubtful accounts was $69,500 and $74,500 as of December 31, 2014 and 2013, respectively. The Company does not accrue interest on accounts receivable. | |||||||||
Inventories: | |||||||||
Inventories are stated at the lower of cost (determined using the weighted average cost method) or market. Inventories consist primarily of merchandise held for sale. Inventories were comprised of the following at December 31, 2014 and 2013: | |||||||||
(in thousands) | |||||||||
2014 | 2013 | ||||||||
Finished goods | $ | 58,323 | $ | 62,690 | |||||
Raw materials | 2,356 | 1,370 | |||||||
Finished goods in transit | 8,178 | 3,696 | |||||||
Total | $ | 68,857 | $ | 67,756 | |||||
The Company provides provisions for losses related to shrinkage and other amounts that are otherwise not expected to be fully recoverable. | |||||||||
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 consolidated financial statements for periods prior to August 21, 2012. The provision recorded 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. | |||||||||
Subsequent to August 21, 2012, the Company has recognized 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 carry forwards will result in a benefit based on expected profitability by tax jurisdiction. A valuation allowance for such tax assets and loss carry forwards 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. | |||||||||
In accordance with ASC 740-10, the Company records interest and penalties relating to uncertain tax positions in income tax expense. As of December 31, 2014 and 2013, the Company has not recognized any liabilities for uncertain tax positions nor have we accrued interest and penalties related to uncertain tax positions. | |||||||||
Revenue Recognition: | |||||||||
The Company recognizes sales at the time that the customer takes possession of the merchandise or when final delivery of the product has occurred. We recognize service revenue, which consists primarily of freight charges for home delivery, when the service has been rendered. The Company is required to charge and collect sales and other taxes on sales to our customers and remit these taxes back to government authorities. Sales and other taxes are recorded in the consolidated balance sheets but excluded from the consolidated statements of operations. Net sales are reduced by an allowance for anticipated sales returns that we estimate based on historical returns. The process to establish a sales return reserve contains uncertainties because it requires management to make assumptions and to apply judgment to estimate future sales returns and exchanges. The customer may receive a refund or exchange the original product for a replacement of equal or similar quality for a period of six months from the time of original purchase. Products received back under this policy are reconditioned pursuant to state laws and resold. | |||||||||
The Company generally requires customers to pay a deposit when purchasing inventory that is not regularly carried at the store location, or not currently in stock. These deposits are included in other accrued liabilities until the customer takes possession of the merchandise. | |||||||||
Cost of Sales and Selling, General and Administrative Expenses | |||||||||
The following table illustrates the primary costs classified in each major expense category: | |||||||||
Cost of Goods Sold | |||||||||
● Cost of product sold; | |||||||||
● Freight expenses to bring products into our distribution centers; | |||||||||
● Custom and duty expenses; | |||||||||
● Customer shipping and handling expenses; | |||||||||
● Physical inventory losses; | |||||||||
● Labor costs incurred at distribution centers in connection with the receiving process; | |||||||||
● Labor and overhead costs incurred to manufacture inventory | |||||||||
SG&A | |||||||||
● All other payroll and benefit costs for retail, corporate and distribution employees; | |||||||||
● Occupancy, utilities and maintenance costs of retail and corporate facilities; | |||||||||
● Freight expenses to move inventory from our distribution centers to our stores; | |||||||||
● Depreciation and amortization; | |||||||||
● Advertising costs | |||||||||
Stock Based Compensation: | |||||||||
The Company records compensation expense associated with stock options and restricted stock awards in accordance with FASB ASC 718. The Company may issue incentive awards in the form of stock options, restricted stock awards and other equity awards to employees and non-employee directors. The Company recognizes expense for its stock-based compensation based on the fair value of the awards that are granted. Compensation expense is recognized only for those awards expected to vest, with forfeitures estimated at the date of grant based on historical experience and future expectations. Compensation cost is recognized ratably over the requisite service period of the entire related stock-based compensation award. | |||||||||
Concentration of Risk: | |||||||||
Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash and cash equivalents and bank deposits. By their nature, all such instruments involve risks including credit risks of non-performance by counterparties. A substantial portion of the Company's cash and cash equivalents and bank deposits are invested with banks with high investment grade credit ratings. | |||||||||
Segments: | |||||||||
The Company’s operations consist primarily of retail sales of manufactured and natural stone tiles, setting and maintenance materials, and related accessories in stores located in the United States and through its website. The Company’s chief operating decision maker only reviews the consolidated results of the Company and accordingly the Company has concluded it has one reportable segment. | |||||||||
Advertising Costs: | |||||||||
Advertising costs are charged to expense as incurred. Advertising costs were $5.7 million, $6.2 million and $2.9 million, for the years ended December 31, 2014, 2013 and 2012, respectively, and are included in selling, general and administrative expenses in the consolidated statements of operations. Magazine advertisements, internet advertisements, media broadcasts and billboard advertising made up the majority of our advertising costs in all three years. | |||||||||
Pre-opening costs: | |||||||||
Our pre-opening costs are those typically associated with the openings of a new store and generally include rent expense, payroll costs and promotional costs. The company expenses pre-opening costs as incurred which are recorded in selling, general and administrative expenses. During the years ended December 31, 2014, 2013 and 2012, the Company reported pre-opening costs of $1.5 million, $2.4 million and $1.0 million, respectively. | |||||||||
Property, Plant and Equipment: | |||||||||
Property, plant equipment and leasehold improvements are recorded at cost. Improvements are capitalized while repairs and maintenance costs are charged to operations when incurred. Property, plant and equipment is depreciated or amortized using the straight-line method over estimated useful lives. Assets purchased under a capital lease are amortized using the straight-line method over the shorter of the lease term (including renewal terms) or the estimated useful life of the asset. Leasehold improvements are amortized using the straight-line method over the shorter of the lease term (including renewal terms) or the estimated useful life of the asset. The cost and accumulated depreciation of assets sold or otherwise disposed of are removed from the accounts and any gain or loss thereon is included in other income and expense. | |||||||||
Asset life (in years) | |||||||||
Buildings and building improvements | 40 | ||||||||
Leasehold improvements | 26-Aug | ||||||||
Furniture and fixtures | 7-Feb | ||||||||
Machinery and equipment | 10-May | ||||||||
Computer equipment and software | 7-Mar | ||||||||
Vehicles | 5 | ||||||||
Internal Use Software: | |||||||||
The Company capitalizes software development costs incurred during the application development stage related to new software or major enhancements to the functionality of existing software that is developed solely to meet the Company’s internal operational needs and when no substantive plans exist or are being developed to market the software externally. Costs capitalized include external direct costs of materials and services and internal payroll and payroll-related costs. Any costs during the preliminary project stage or related to training or maintenance are expensed as incurred. Capitalization ceases when the software project is substantially complete and ready for its intended use. The capitalization and ongoing assessment of recoverability of development costs requires considerable judgment by management with respect to certain external factors, including, but not limited to, technological and economic feasibility, and estimated economic life. As of December 31, 2014, $1.7 million was included in computer equipment and software. As of December 31, 2013, $0.6 million was included in construction in progress. The costs are amortized over estimated useful lives of three years. There was $0.3 million, $0 and $0 amortization expense related to capitalized software during the years ended December 31, 2014, 2013 and 2012, respectively. | |||||||||
Leases: | |||||||||
The Company leases its store and corporate headquarters locations. Assets held under capital leases are included in property and equipment. Operating lease rentals are expensed on a straight-line basis over the life of the lease beginning on the date we take possession of the property. Tenant improvement allowances are amounts received from a lessor for improvements to leased properties and are amortized against rent expense over the life of the respective leases. At lease inception, the Company determines the lease term by assuming the exercise of those renewal options that are reasonably assured. The exercise of lease renewal options is at our sole discretion. The lease term is used to determine whether a lease is capital or operating and is used to calculate straight-line rent expense. Additionally, the depreciable life of leased assets and leasehold improvements is limited by the expected lease term. Rent expense is included in SG&A expenses. Certain leases require us to pay real estate taxes, insurance, maintenance and other operating expenses associated with the leased premises. These expenses are also classified in SG&A expenses. | |||||||||
Self-Insurance: | |||||||||
The Company is self-insured for certain employee health benefit claims and workers compensation. The Company estimates a liability for aggregate losses below stop-loss coverage limits based on estimates of the ultimate costs to be incurred to settle known claims and claims not reported as of the balance sheet date. The estimated liability is not discounted and is based on a number of assumptions and factors including historical trends, and economic conditions. As of December 31, 2014 and 2013, an accrual of $0.3 million and $0.1 million related to estimated employee health benefit claims was included in other current liabilities, respectively. As of December 31, 2014, an accrual of $0.4 million related to estimated workers compensation claims was included in other current liabilities. The Company was not self-insured for workers compensation for the year ended December 31, 2013. | |||||||||
New Accounting Pronouncements | |||||||||
In May 2014, the Financial Accounting Standards Board issued a final standard on revenue from contracts with customers. The new standard sets forth a single comprehensive model for recognizing and reporting revenue. The new standard is effective for the Company in its fiscal year 2017, and permits the use of either a retrospective or a cumulative effect transition method. The Company is currently assessing the impact of implementing the new guidance on its consolidated financial statements. |
Note_2_Restatement_of_Prior_Pe
Note 2 - Restatement of Prior Period Financial Statements | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Accounting Changes and Error Corrections [Abstract] | |||||||||||||
Accounting Changes and Error Corrections [Text Block] | Note 2: Restatement of Prior Period Financial Statements | ||||||||||||
During 2014, the Company identified an error related to the depreciation of leasehold improvements, fixtures, and other store assets that were assigned a useful life exceeding the related store’s lease term. In addition, the Company also corrected errors in the calculation of deferred rent. | |||||||||||||
The Company assessed the materiality of the accumulated depreciation and deferred rent errors on its financial statements for the year ended December 31, 2014 in accordance with the SEC’s Staff Accounting Bulletin (“SAB”) No. 99 and concluded that the impact of such adjustments would have been material to its financial statements. The Company also concluded that, had the errors been corrected within its financial statements for the years December 31, 2012 and December 31, 2013 the impact of such adjustments would not have been material to that period. Accordingly, the December 31, 2013 balance sheet and the statement of stockholders’ equity (deficit) were revised to correct these errors. | |||||||||||||
The impact of the errors on the December 31, 2013 balance sheet is as follows: | |||||||||||||
31-Dec-13 | |||||||||||||
Previously Reported | Adjustments | As Revised | |||||||||||
Property, plant, and equipment, net | $ | 125,317 | $ | (2,028 | ) | $ | 123,289 | ||||||
Deferred tax assets | 23,291 | 901 | 24,192 | ||||||||||
Total assets | 242,769 | (1,127 | ) | 241,642 | |||||||||
Deferred rent | 25,560 | 240 | 25,800 | ||||||||||
Total liabilities | 162,906 | 240 | 163,146 | ||||||||||
Accumulated deficit | (89,861 | ) | (1,367 | ) | (91,228 | ) | |||||||
Total stockholders' equity | 79,863 | (1,367 | ) | 78,496 | |||||||||
Total liabilities and stockholders' equity | 242,769 | (1,127 | ) | 241,642 | |||||||||
The impact of these errors on the consolidated statement of stockholders’ equity (deficit) for the year beginning December 31, 2011 and ending, December 31, 2012, and December 31, 2013 is as follows: | |||||||||||||
Changes to retained earnings (deficit) | Previously Reported | Adjustments | As Revised | ||||||||||
Balance at December 31, 2011 | $ | 67,230 | $ | (1,367 | ) | $ | 65,863 | ||||||
Balance at December 31, 2012 | (54,201 | ) | (1,367 | ) | (55,568 | ) | |||||||
Balance at December 31, 2013 | (89,861 | ) | (1,367 | ) | (91,228 | ) | |||||||
The consolidated statements of operations for 2013 and 2012 have not been adjusted as the impact of the correction of the error is not material to these financial statements. The impact on net income was less than $0.2 million, or less than 0.6% of the consolidated net loss for each of the years ending December 31, 2013 and December 31, 2012. | |||||||||||||
In considering whether the Company should amend its previously filed Form 10-K for 2012 and 2013, the Company’s evaluation of SAB No. 99 considered that the aggregate impact of the accumulated depreciation and deferred rent adjustments was not material to the Company’s pretax earnings, and would not have resulted in a change in reported earnings per share, has no impact on operating cash flows, and had an insignificant impact on the balance sheets. In aggregate, the Company does not believe it is probable that the views of a reasonable investor would have changed by the correction of these items in the 2013 or 2012 Consolidated Financial Statements of these items in an amended Form 10-K. Accordingly, the corrections of these errors were made to the December 31, 2013 balance sheet and the statement of stockholder’s equity (deficit) as described above using the SAB No. 108 approach. |
Note_3_Property_Plant_and_Equi
Note 3 - Property Plant and Equipment | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Property, Plant and Equipment [Abstract] | |||||||||
Property, Plant and Equipment Disclosure [Text Block] | Note 3: Property Plant and Equipment: | ||||||||
Property, plant and equipment consisted of the following at December 31 (in thousands): | |||||||||
2014 | 2013 | ||||||||
Land | $ | 904 | $ | 703 | |||||
Building and building improvements | 20,492 | 18,685 | |||||||
Leasehold improvements | 68,580 | 56,239 | |||||||
Furniture and fixtures | 103,586 | 83,925 | |||||||
Machinery and equipment | 23,171 | 21,360 | |||||||
Computer equipment and software | 13,407 | 10,624 | |||||||
Vehicles | 2,773 | 2,518 | |||||||
Construction in progress | 1,411 | 8,480 | |||||||
Total property, plant and equipment | 234,324 | 202,534 | |||||||
Less accumulated depreciation | (95,030 | ) | (79,245 | ) | |||||
Total property, plant and equipment, net | $ | 139,294 | $ | 123,289 | |||||
Depreciation expense on property and equipment, including capital leases, was $19.9 million, $14.3 million and $10.5 million for the years ended December 31, 2014, 2013 and 2012, respectively. |
Note_4_Accrued_Liabilities
Note 4 - Accrued Liabilities | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Payables and Accruals [Abstract] | |||||||||
Accounts Payable and Accrued Liabilities Disclosure [Text Block] | Note 4: Accrued Liabilities | ||||||||
Accrued liabilities consisted of the following at December 31 (in thousands): | |||||||||
2014 | 2013 | ||||||||
Customer deposits | $ | 5,038 | $ | 5,301 | |||||
Accrued wages and salaries | 3,209 | 2,905 | |||||||
Taxes - other | 2,600 | 1,783 | |||||||
Interest payable | 404 | 409 | |||||||
Sales return reserve | 3,292 | 2,850 | |||||||
Current portion of capital lease obligation | 255 | 280 | |||||||
Total accrued liabilities | $ | 14,798 | $ | 13,528 | |||||
Note_5_Longterm_Debt
Note 5 - Long-term Debt | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Disclosure Text Block [Abstract] | |||||||||
Long-term Debt [Text Block] | Note 5: Long-term debt | ||||||||
Long-term debt consisted of the following at December 31 (in thousands): | |||||||||
2014 | 2013 | ||||||||
Term note payable - quarterly installments of $0.875 million, interest at 2.5056% and 2.4084% at December 31, 2014 and 2013, which matures in October 2017 | $ | 17,125 | $ | 20,625 | |||||
Commercial bank credit facility | 74,000 | 73,526 | |||||||
Variable interest rate (0.37% at both December 31, 2014 and 2013) bonds, which mature April 1, 2023, collateralized by buildings and equipment | 995 | 1,085 | |||||||
92,120 | 95,236 | ||||||||
Less: current portion | 3,595 | 3,590 | |||||||
Debt obligations, net of current portion | $ | 88,525 | $ | 91,646 | |||||
Approximate annual aggregate maturities of debts are as follows: (in thousands): | |||||||||
Fiscal year | |||||||||
2015 | $ | 3,595 | |||||||
2016 | 3,595 | ||||||||
2017 | 84,225 | ||||||||
2018 | 105 | ||||||||
2019 | 110 | ||||||||
Thereafter | 490 | ||||||||
Total future maturities payments | $ | 92,120 | |||||||
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. , which was amended on April 30, 2013, July 8, 2013, March 26, 2014 and September 29, 2014 (as amended, the “Credit Agreement”). The most recent amendment on September 29, 2014 modified the Consolidated Total Rent Adjusted Leverage Ratio schedule for future periods commencing September 30, 2014. The Credit Agreement provides the Company with a $120 million senior secured credit facility, comprised of a five-year $25 million term loan and a $95 million revolving line of credit. The Credit Agreement is secured by virtually all of the assets of the Company, including but not limited to, inventory, receivables, equipment and real property. 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 December 31, 2014 and 2013 the base interest rate was 4.50% and 4.25%, respectively. At December 31, 2014 and December 31, 2013 the LIBOR-based interest rate was 2.506% and 2.408%, respectively. As of December 31, 2014 and 2013, the Company had outstanding borrowings related to the revolving line of credit of $74.0 million and $73.5 million, respectively. The term loan requires quarterly principal payments of $875,000. The Credit Agreement contains customary events of default, conditions to borrowings, and restrictive covenants, including restrictions on the Company’s ability to dispose of assets, make acquisitions, incur additional debt, incur liens, make investments, or enter into transactions with affiliates on other than terms that could be obtained in an arm’s length transaction. The Credit Agreement also includes financial and other covenants including covenants to maintain certain fixed charge coverage ratios and rent adjusted leverage ratios. In addition, except with respect to pro rata payments made by The Tile Shop or other subsidiaries to the Company or any other equity owner of such entity, the Credit Agreement prohibits the payments of cash dividends. The Company was in compliance with the covenants during the year ended December 31, 2014. | |||||||||
Capital Leases: | |||||||||
The Company has several leases for store facilities that are accounted for as capital leases. These leases expire at various dates through 2022. Assets acquired under capital leases are included in property, plant and equipment. | |||||||||
As of December 31, 2014, minimum lease payments under the Company's capital lease obligation were as follows (thousands): | |||||||||
Fiscal year | |||||||||
2015 | 418 | ||||||||
2016 | 217 | ||||||||
2017 | 211 | ||||||||
2018 | 216 | ||||||||
2019 | 216 | ||||||||
Thereafter | 520 | ||||||||
Less: amounts representing interest | (654 | ) | |||||||
Present value of future minimum lease payments | 1,144 | ||||||||
Less: current portion | 254 | ||||||||
Capital lease obligations, net of current portion | $ | 890 | |||||||
Note_6_Commitments_and_Conting
Note 6 - Commitments and Contingencies | 12 Months Ended | ||||
Dec. 31, 2014 | |||||
Commitments and Contingencies Disclosure [Abstract] | |||||
Commitments and Contingencies Disclosure [Text Block] | Note 6: Commitments and Contingencies | ||||
Operating leases: | |||||
The Company leases buildings and office space under various operating lease agreements. In addition to rent, most leases require payments of real estate taxes, insurance, and common area maintenance. The leases generally have an initial lease term of ten to fifteen years and contain renewal options and escalation clauses. For leases that contain fixed escalation of the minimum rent or rent holidays, rent expense is recognized on a straight-line basis through the end of the lease term including assumed renewals. The difference between the straight-line rent amounts and amounts payable under the leases is recorded as deferred rent. For the years ended December 31, 2014, 2013 and 2012, rent expense was $25.2 million, $19.5 million, and $14.0 million, respectively. | |||||
Annual minimum rentals under non-cancelable operating leases are as follows, for the years ended December 31 (in thousands): | |||||
Fiscal year | |||||
2015 | $ | 25,771 | |||
2016 | 25,996 | ||||
2017 | 26,343 | ||||
2018 | 26,828 | ||||
2019 | 27,233 | ||||
Thereafter | 374,339 | ||||
Total future maturities payments | $ | 506,510 | |||
Legal proceedings: | |||||
The Company is subject to various claims relating to workers compensation, disclosure inaccuracies and employee matters. The Company establishes accruals for potential exposure, as appropriate, for claims against the Company when losses become probable and reasonably estimable. Where the Company is able to reasonably estimate a range of potential losses, the Company records the amount within that range that constitutes the Company’s best estimate. The Company also discloses the nature and range of loss for claims against the Company when losses are reasonably possible and material. In the opinion of management, the outcome of litigation currently pending will not materially impact the Company’s results of operations, financial condition, or liquidity. | |||||
The Company, two of its former executive officers, its directors, and certain companies affiliated with the directors, are defendants in a consolidated class action brought under the federal securities laws and now pending in the United States District Court for the District of Minnesota under the caption Beaver County Employees’ Retirement Fund, et al. Tile Shop Holdings, Inc., et al. Several actions were filed in 2013, and then consolidated. The plaintiffs are four investors who seek to represent a class or classes consisting of (1) persons who purchased Tile Shop common stock in the market between August 22, 2012 and January 28, 2014 (the “alleged class period”), (2) persons who purchased Tile Shop common stock in the Company’s December 2012 secondary public offering; and (3) persons who purchased Tile Shop common stock in the Company’s June 2013 secondary public offering. Eight investment banking firms who were underwriters in the secondary public offerings are also named as defendants. In their consolidated amended complaint (the “complaint”) filed on May 23, 2014, the plaintiffs allege that defendants made false or misleading statements of material fact in press releases and SEC filings about the Company’s relationships with its vendors, financial performance, and prospects, and that defendants failed to disclose certain related party transactions. The complaint asserts claims under Sections 11 and 12(a)(2) of the Securities Act of 1933, and under Sections 10(b) and 20(a) of the Securities Exchange Act of 1934. In addition to attorney’s fees and costs, the plaintiffs seek to recover damages on behalf of all investors who purchased or otherwise acquired the Company’s stock in the secondary public offerings or in the market during the alleged class period. The defendants are defending the matter and have moved to dismiss the complaint. Those motions are pending before the Court. Given the uncertainty of litigation and the preliminary stage of the case, the Company cannot reasonably estimate the possible loss or range of loss that may result from this action. The Company maintains directors and officers liability insurance policies that may reduce the Company’s exposure, if any. In the event the Company incurs a loss, the Company will pursue recoveries to the maximum extent available under these policies. |
Note_7_Fair_Value_of_Financial
Note 7 - Fair Value of Financial Instruments | 12 Months Ended | |
Dec. 31, 2014 | ||
Fair Value Disclosures [Abstract] | ||
Fair Value Disclosures [Text Block] | Note 7: Fair Value of Financial Instruments: | |
These 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 December 31, 2014 and December 31, 2013, 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. | ||
The Company’s common stock warrants were listed for trading on the OTC market. Warrant expense related to the change in fair value of warrants was $0, $54.2 million, and $82.1 million for years ended December 31, 2014, 2013 and 2012, respectively. As of December 31, 2014 and December 31, 2013, the Company had no outstanding warrants. |
Note_8_Related_Party_Transacti
Note 8 - Related Party Transactions | 12 Months Ended |
Dec. 31, 2014 | |
Related Party Transactions [Abstract] | |
Related Party Transactions Disclosure [Text Block] | Note 8: Related Party Transactions |
In January 2012, TS, Inc., ILTS and JWTS sold (i) an aggregate of 129,333 Common Units of The Tile Shop to Mr. Krasnow, (ii) an aggregate of 646,667 Common Units of The Tile Shop to the Peter H. Kamin Revocable Trust dated February 2003, the Peter H. Kamin Childrens Trust dated March 2007, and 3K Limited Partnership, entities of which Mr. Kamin is trustee or general partner, as applicable, (iii) an aggregate of 25,867 Common Units of The Tile Shop to Family Office Investors LLC, an entity in which Mark Riser, a member of the board of managers of The Tile Shop prior to the consummation of the Business Combination, is the sole member, and (iv) an aggregate of 19,400 Common Units of The Tile Shop to Warren Garden, in each case for $7.732 per unit. In connection with these transactions, The Tile Shop made certain representations and warranties. | |
During the year ended December 31, 2012, the Company made payments of $300,000 to TS, Inc. in connection with the final redemption of an aggregate of 3,000,000 special cash distribution units of The Tile Shop issued to TS, Inc., which were fully-redeemed by The Tile Shop during 2012. In lieu of paying such amounts to TS, Inc. in cash, The Tile Shop reduced the outstanding amount under a promissory note, dated December 30, 2002, made by TS, Inc. and payable to The Tile Shop. Total principal payments made in cash related to this promissory note were $1,205,000 for the year ended December 31, 2012. | |
During the years ended December 31, 2013 and 2012, the Company made payments of $16.9 million and $12.5 million, respectively to Beijing Pingxiu (“BP”), owned by a former Company employee and brother-in-law of the Company’s CEO. BP primarily processed export transactions on an agency basis on behalf of the Company’s vendors. The Company ceased business with BP in 2013 and had $0.0 in accounts payable due to BP at December 31, 2013. | |
During the years ended December 31, 2013 and 2012, the Company made payments of $2.8 million and $2.1 million, respectively, to Nanyang Helin Stone Co. Ltd. (“Nanyang”), a company partially owned by a former Company employee and brother-in-law of the Company’s CEO. The Company notified Nanyang that it will continue business with Nanyang only if the former employee’s ownership is transferred to an unrelated party and the former employee is not an officer or director of Nanyang. The Company had $0.5 million and $0.2 million in accounts payable due to Nanyang at December 31, 2013 and 2012, respectively. | |
On March 14, 2014, the Company received confirmation that the former employee had transferred his ownership interest and was no longer considered a member of management. The Company commenced purchasing from Nanyang on March 14, 2014. |
Note_9_Earnings_Per_Share
Note 9 - Earnings Per Share | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Earnings Per Share [Abstract] | |||||||||||||
Earnings Per Share [Text Block] | Note 9: 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 taking into consideration all dilutive potential common shares outstanding during the period. For the years ended December 31, 2013 and 2012, diluted net loss per share is identical to basic net loss per share as potentially dilutive securities had been excluded from the calculation of diluted net loss per common share because the inclusion of such securities would be anti-dilutive. | |||||||||||||
Basic and diluted net income (loss) per share was calculated as follows (in thousands, except per share data): | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Net income (loss) | $ | 10,547 | $ | (35,660 | ) | $ | (46,887 | ) | |||||
Weighted-average shares outstanding - basic | 51,015,354 | 49,600,396 | 35,837,609 | ||||||||||
Dilutive common stock equivalents | 14,436 | - | - | ||||||||||
Weighted-average shares outstanding - diluted | 51,029,790 | 49,600,396 | 35,837,609 | ||||||||||
Basic net income (loss) per share | $ | 0.21 | $ | (0.72 | ) | $ | (1.31 | ) | |||||
Diluted net income (loss) per share | $ | 0.21 | $ | (0.72 | ) | $ | (1.31 | ) | |||||
For the years ended December 31, 2013 and 2012, all dilutive securities were excluded from the earnings per share calculation as their effect on earnings per share was anti-dilutive. The dilutive securities include stock options, restricted stock and warrants. These common stock equivalents totaled 762,021 and 1,395,947 shares for the years ended December 31, 2013 and 2012, respectively. |
Note_10_Equity_Incentive_Plans
Note 10 - Equity Incentive Plans | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||||||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Text Block] | Note 10: 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. Under the plan, the units granted were payable in cash on the tenth or fifteenth anniversary of the award, except in the event of death or a change of control in The Tile Shop, in which case settlement would occur on date of death of employee or date of change or control. On the settlement date, the participants would be paid cash equal to the difference between Fair Market Value as determined in accordance with the plan (“FMV”) of The Tile Shop’s common units as of the valuation date immediately preceding the exercise date less the initial FMV multiplied by the number of units. | |||||||||||||||||||||
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 $3.9 million for the year ended December 31, 2012, related to this plan. During the year ended December 31, 2013, the Company paid the entire balance of the deferred compensation liability. | |||||||||||||||||||||
January 2012 Plan: | |||||||||||||||||||||
On January 1, 2012, The Tile Shop granted and issued 233,500 Series 2012 Participating Capital Appreciation Common Units (“Restricted Stock Units”) to two members of its board of managers. The Restricted Stock Units were a new series of common units designated by the board of managers. These awards vested equally over a four year period on the anniversary of issuance, except on occurrence of a significant event in which they will vest immediately. The Restricted Stock Units were subject to a recapture amount of $300 million as of the issue date, reduced from time to time by the aggregate amount of distributions (not including tax distributions) made, from and after the issue date, by The Tile Shop to the common holders with respect to their common units. No distributions were to be paid to the Series 2012 holders with respect to their Series 2012 units until the date that the common holders collectively have received distributions (not including tax distributions) of $300 million. | |||||||||||||||||||||
These awards were accounted for under ASC 718 and were classified as liabilities and measured at intrinsic value. Pursuant to the plan, effective immediately prior to the consummation of the Business Combination, the Restricted Stock Units fully vested. As a result, the Company recorded a $0.5 million charge during the year ended December 31, 2012 to the statement of operations to record the deferred compensation expense resulting from the accelerated vesting of the Restricted Stock Units. The Company recognized $0 compensation cost for the years ended December 31, 2014 and December 31, 2013, related to these units. As a part of the Business Combination transaction the Restricted Stock Units were exchanged for common shares of the Company. | |||||||||||||||||||||
2012 Plan: | |||||||||||||||||||||
Under the 2012 Omnibus Award Plan (the “2012 Plan”), 2,500,000 shares of the Company’s common stock were initially reserved for issuance pursuant to a variety of stock-based compensation awards, including stock options, and restricted stock awards. The number of shares initially reserved for issuance or transfer pursuant to awards under the 2012 Plan was to be increased on the first day of each calendar year beginning in 2013 and ending in 2022, in an amount equal to the lesser of (A) 2,500,000 shares, (B) six percent (6%) of the shares of common stock outstanding (on an as-converted basis) on the last day of the immediately preceding calendar year, and (C) such smaller number of shares of stock as determined by the Company’s board of directors. During 2013, (i) 2,500,000 shares of common stock were added to the 2012 Plan reserve effective January 1, 2013 in accordance with the automatic share increase provision of the 2012 Plan, (ii) the 2012 Plan was amended to eliminate the automatic share increase for subsequent years, and (iii) the 2012 Plan was amended to authorize grants of performance-based awards, which may be paid in cash or equity. The amendments to the 2012 Plan were approved by the Company’s stockholders in July 2013. | |||||||||||||||||||||
Stock Options: | |||||||||||||||||||||
During the years ended December 31, 2014 and 2013, the Company granted stock options to its employees that included service condition requirements. During the year-ended December 31, 2012, the Company granted stock options to its employees that included both service condition requirements and market conditions. The options provide for certain acceleration of vesting and cancellation of options under different circumstances, such as a change in control, death, disability and termination of service. The Company recognizes compensation expense net of estimated forfeitures on a straight-line basis over the requisite service period. For the portion of the options that contain both a market and service condition, the Company recognizes compensation expense, net of estimated forfeitures, using graded vesting over the requisite service period. | |||||||||||||||||||||
The fair value of each option grant containing only a service condition was estimated on the date of grant using the Black-Scholes option pricing model. The assumptions used in the option valuation models are outlined in the following table: | |||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||
Risk-free interest rate | 0.78% - 1.05% | 0.81% - 1.6% | 0.60% - 0.62% | ||||||||||||||||||
Expected life (in years) | 5 | 7 | 5.5 - 7 | ||||||||||||||||||
Expected volatility | 52% | 45% - 46% | 38% - 46% | ||||||||||||||||||
The computation of the expected volatility assumptions used in the option valuation models was based on historical volatilities of the Company. For the options containing only a service condition, the Company used the “simplified” method for an expected life as prescribed in SEC Staff Accounting Bulletin (“SAB”) No. 110, for companies that do not have adequate historical data. The risk-free interest rate was based on the U.S. Treasury yield at the time of grant. The expected dividend yield was zero based on the fact the company has not paid dividends, nor does it intend to pay dividends in the future. To the extent that actual outcomes differ from our assumptions, we are not required to true up grant-date fair value-based expense to final intrinsic values. The weighted average fair value of stock options granted containing only service conditions was $5.13, $11.12, and $5.56 during the years ended December 31, 2014, 2013, and 2012, respectively. | |||||||||||||||||||||
The fair value of each option granted in 2012 containing market and service conditions was estimated on the date of grant using a Monte Carlo Simulation analysis valuation model and assumes that price target thresholds will be achieved. If such price target thresholds are not met, the compensation cost is not reversed. The inputs for expected volatility, expected dividends, and risk free rate of interest used in estimating those options’ fair value in 2012 are the same as those noted in the table related to the options issues with service conditions only, except the expected life for the options granted that contained market conditions is derived from the pricing model. The weighted average fair value of stock options granted containing market and service conditions was $4.46 during the year ended December 31, 2012. | |||||||||||||||||||||
Stock based compensation related to options for the years ended December 31, 2014, 2013 and 2012 was $2.8 million, $3.3 million, and $1.3 million, respectively, and was included in selling, general and administrative expenses in the consolidated statements of operations. As of December 31, 2014, the total future compensation cost related to non-vested options not yet recognized in the consolidated statement of operations was $8.6 million, of which $0.3 million is attributable to vesting upon performance conditions being met and $8.3 million is attributable to time-based vesting, which is expected to be recognized over a weighted-average period of 3.1 years. | |||||||||||||||||||||
The following table summarizes stock option activity: | |||||||||||||||||||||
Shares | Weighted Average | Weighted Avg Grant Date Fair Value | Weighted Avg Remaining Contractual Term (Years) | Aggregate Intrinsic Value (in thousands) | |||||||||||||||||
Exercise Price | |||||||||||||||||||||
Balance, December 31, 2011 | - | $ | - | $ | - | - | $ | - | |||||||||||||
Granted | 1,777,500 | $ | 10.1 | $ | 5.19 | ||||||||||||||||
Exercised | - | $ | - | $ | - | ||||||||||||||||
Cancelled/Forfeited | (26,500 | ) | $ | 10 | $ | 5.17 | |||||||||||||||
Balance, December 31, 2012 | 1,751,000 | $ | 10.1 | $ | 5.19 | 9.7 | $ | 11,784 | |||||||||||||
Granted | 709,500 | $ | 23.54 | $ | 11.12 | ||||||||||||||||
Exercised | (22,999 | ) | $ | 10 | $ | 5 | |||||||||||||||
Cancelled/Forfeited | (162,584 | ) | $ | 13.96 | $ | 6.87 | |||||||||||||||
Balance, December 31, 2013 | 2,274,917 | $ | 14.02 | $ | 6.92 | 8.9 | $ | 13,051 | |||||||||||||
Granted | 768,750 | $ | 11.47 | $ | 5.13 | ||||||||||||||||
Exercised | (15,917 | ) | $ | 10 | $ | 5.19 | |||||||||||||||
Cancelled/Forfeited | (556,750 | ) | $ | 13.93 | $ | 6.6 | |||||||||||||||
Balance, December 31, 2014 | 2,471,000 | $ | 13.27 | $ | 6.45 | 7.6 | $ | 38 | |||||||||||||
Exercisable at December 31, 2014 | 771,827 | $ | 12.4 | $ | 6.3 | 7.8 | |||||||||||||||
Vested and expected to vest, December 31, 2014 | 2,088,740 | $ | 13.22 | $ | 6.48 | 7.6 | $ | 17 | |||||||||||||
The aggregate intrinsic value is the difference between the exercise price and the closing price of the Company’s stock on December 31. The intrinsic value of the stock options exercised during 2014 and 2013 was $0.0 million and $0.3 million, respectively. | |||||||||||||||||||||
Options outstanding as of December 31, 2014 are as follows: | |||||||||||||||||||||
Range of Exercise Price | Weighted Average | ||||||||||||||||||||
Options | Exercise Price | Remaining Contractual Life-Years | |||||||||||||||||||
$5.00 | to | $10.00 | 1,503,500 | $ | 9.88 | 7.57 | |||||||||||||||
$10.01 | to | $15.00 | 463,750 | $ | 11.9 | 6.41 | |||||||||||||||
$15.01 | to | $20.00 | 143,500 | $ | 17.83 | 8.13 | |||||||||||||||
$20.01 | to | $25.00 | 102,250 | $ | 23.06 | 8.64 | |||||||||||||||
$25.01 | to | $30.00 | 258,000 | $ | 29.05 | 8.71 | |||||||||||||||
Restricted Stock: | |||||||||||||||||||||
The following table summarizes restricted stock activity: | |||||||||||||||||||||
Shares | Weighted Avg Grant | ||||||||||||||||||||
Date Fair Value | |||||||||||||||||||||
Nonvested, December 31, 2011 | - | $ | - | ||||||||||||||||||
Granted | 295,000 | $ | 11.05 | ||||||||||||||||||
Released | - | $ | - | ||||||||||||||||||
Forfeited | - | $ | - | ||||||||||||||||||
Nonvested, December 31, 2012 | 295,000 | $ | 11.05 | ||||||||||||||||||
Granted | 64,230 | $ | 28.27 | ||||||||||||||||||
Released | (128,334 | ) | $ | 11.05 | |||||||||||||||||
Forfeited | - | $ | - | ||||||||||||||||||
Nonvested, December 31, 2013 | 230,896 | $ | 15.84 | ||||||||||||||||||
Granted | 76,066 | $ | 11.93 | ||||||||||||||||||
Released | (117,727 | ) | $ | 15.19 | |||||||||||||||||
Forfeited | - | $ | - | ||||||||||||||||||
Nonvested, December 31, 2014 | 189,235 | $ | 14.67 | ||||||||||||||||||
The total expense associated with restricted stock for the years ended December 31, 2014, 2013, and 2012 was $1.8 million, $1.4 million, and $0.5 million, respectively. As of December 31, 2014, there was $2.3 million of total unrecognized expense related to unvested restricted stock awards, which are expected to vest, and will be amortized through 2017. The fair value of restricted stock granted in the 2014 fiscal year was $0.7 million. The total fair value of restricted stock that vested during the years ended December 31, 2014 was $1.4 million. Using the closing stock price of $8.88, on December 31, 2014, the number of restricted shares outstanding and expected to vest was 189,235, with an intrinsic value of $1.7 million. | |||||||||||||||||||||
Warrants: | |||||||||||||||||||||
In connection with the Business Combination in 2012, the Company issued warrants exercisable for one common share of the Company’s stock for each outstanding JWCAC warrant that was formerly exercisable for one share of JWCAC common stock. Total warrants outstanding as of August 21, 2012 were 17,833,333 warrants at an exercise price of $11.50 per share. During the year ended December 31, 2013, 7,166,381 warrants were exercised for cash proceeds of $82.4 million and 6,731,938 warrants were exercised on a cashless basis in exchange for of 2,790,061 shares. In March 2013, the Company completed the purchase of 3,580,004 outstanding warrants in private transactions. The aggregate purchase price to acquire the warrants was $30.1 million. These purchases were funded with the cash proceeds received from the exercise of publicly held warrants. In April 2013, the Company directed its 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. On December 31, 2013 and December 31, 2014, the Company had no outstanding warrants. |
Note_11_Income_Taxes
Note 11 - Income Taxes | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Income Tax Disclosure [Abstract] | |||||||||||||
Income Tax Disclosure [Text Block] | Note 11: 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 was provided in the accompanying consolidated financial statements for periods prior to August 21, 2012. The provision recorded prior to August 21, 2012, represents income taxes primarily payable by the LLC due to minimum fees in several states and income tax in the state of Michigan. The following amounts represent the determination of the deferred tax assets and liabilities recognized in the Business Combination. 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 December 31, 2011, (ii) outside basis differences occurring in 2012 prior to the Business Combination, and (iii) the tax basis increase of The Tile Shop membership interests directly held by TS Holdings related to the Business Combination. At December 31, 2013, outside basis differences originating prior to the Business Combination related primarily to temporary basis differences in inventory, fixed assets, accruals, and Section 743, totaled $6.4 million, which have been tax-effected at a 40% combined federal and state rate. Deferred tax assets of $0 and $0.6 million were recognized and included in the tax benefit for the years ended December 31, 2014 and 2013, respectively. In addition, deferred tax assets of $0 and $0.4 million, during the periods ending December 31, 2014 and December 31, 2013, respectively, were recognized in connection with the Business Combination transactions (related to item (iii) above), which enables the Company to realize future tax deductions for the step-up in basis of the Tile Shop member ownership interests that have been contributed to the Company. These basis differences were credited directly to additional paid in capital as of the closing of the Business Combination. | |||||||||||||
The Tile Shop, LLC tax returns for periods 2010 through the Business Combination on August 21, 2012, are subject to examination by the IRS however, these tax liabilities are the responsibility of the former Tile Shop members. The Company’s federal and state tax returns for the periods ended December 31, 2012 and 2013 remain subject to examination. | |||||||||||||
In accordance with ASC 740-10, the Company records interest and penalties through income tax relating to uncertain tax positions. As of December 31, 2014 and 2013, the Company has not recognized any liabilities for uncertain tax positions nor have we accrued interest and penalties related to uncertain tax positions. | |||||||||||||
The components of (provision for) benefit from income taxes consist of the following: | |||||||||||||
Years Ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Current | |||||||||||||
Federal | $ | (4,851 | ) | $ | (5,634 | ) | $ | (149 | ) | ||||
State | (1,351 | ) | (2,520 | ) | (570 | ) | |||||||
Total Current | (6,202 | ) | (8,154 | ) | (719 | ) | |||||||
Deferred | |||||||||||||
Federal | (1,076 | ) | (4,007 | ) | 2,381 | ||||||||
State | (104 | ) | 219 | 340 | |||||||||
Total Deferred | (1,180 | ) | (3,788 | ) | 2,721 | ||||||||
Total (Provision for) Benefit from Income Taxes | $ | (7,382 | ) | $ | (11,942 | ) | $ | 2,002 | |||||
All income is from domestic operations. | |||||||||||||
The following table reflects the effective income tax rate reconciliation for the years ended December 31, 2014, 2013 and 2012 (thousands): | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Federal statutory rate | 35 | % | 35 | % | 34 | % | |||||||
State income taxes, net of the federal tax benefit | 5 | (6.4 | ) | 7.1 | |||||||||
Warrant expense | - | (80.0 | ) | (64.9 | ) | ||||||||
Section 743 step up | - | - | 12.1 | ||||||||||
Income from entity not subject to tax | - | - | 17.5 | ||||||||||
Other | 1.2 | 1.1 | (1.7 | ) | |||||||||
Effective tax rate | 41.2 | % | (50.3 | )% | 4.1 | % | |||||||
Components of net deferred income taxes are as follows at December 31 (thousands): | |||||||||||||
2014 | 2013 | ||||||||||||
Deferred income tax assets: | |||||||||||||
Section 743 carryforward | $ | 32,728 | $ | 35,300 | |||||||||
Leasehold improvement reimbursements | 5,645 | 4,435 | |||||||||||
Inventory | 1,490 | 1,102 | |||||||||||
Deferred rent | 3,867 | 2,385 | |||||||||||
Stock based compensation | 1,352 | 248 | |||||||||||
Other | 894 | 985 | |||||||||||
Total deferred income tax assets | $ | 45,976 | $ | 44,455 | |||||||||
Deferred income tax liabilities | |||||||||||||
Depreciation | 19,387 | 16,675 | |||||||||||
Total deferred income tax liabilities | 19,387 | 16,675 | |||||||||||
Net deferred income tax assets | $ | 26,589 | $ | 27,780 | |||||||||
Note_12_New_Market_Tax_Credit
Note 12 - New Market Tax Credit | 12 Months Ended |
Dec. 31, 2014 | |
Investment Holdings [Abstract] | |
Investment Holdings [Text Block] | Note 12: New Market Tax Credit |
In July 2013 the Company 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, an 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 the Company may be obligated or entitled to repurchase the investors’ interest. The Company believes 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. The Company is 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 the Company to indemnify the investors for any loss or recapture of NMTCs related to the financing until such time as the obligation to deliver tax benefits is relieved. The Company does not anticipate any credit recaptures will be required in connection with this arrangement. | |
The Company has 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 the Company 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 the Company is obligated to absorb losses of the Investment Fund. The Company concluded that they 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 consolidated balance sheet. The benefit of this net $4.4 million contribution will be recognized as a decrease in depreciation expense as we amortize the contribution liability over the seven-year compliance period as it is being earned through the on-going compliance with the conditions of the NMTC program. 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. |
Note_13_Retirement_Savings_Pla
Note 13 - Retirement Savings Plan | 12 Months Ended |
Dec. 31, 2014 | |
Compensation and Retirement Disclosure [Abstract] | |
Pension and Other Postretirement Benefits Disclosure [Text Block] | Note 13: Retirement Savings Plan |
The Company has a 401(k) profit sharing plan covering substantially all full-time employees. Employee contributions are limited to the maximum amount allowable by the Internal Revenue Code. The Company matched $0.5 million, $0.4 million, and $0.3 million of employee contributions in 2014, 2013, and 2012 and made no discretionary contributions for any of the years presented. |
Note_14_Quarterly_Financial_Da
Note 14 - Quarterly Financial Data (Unaudited) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | |||||||||||||||||
Quarterly Financial Information [Text Block] | Note 14: Quarterly Financial Data (Unaudited) | ||||||||||||||||
Quarterly results of operations for the years ended December 31 are summarized below (in thousands, except per share amounts): | |||||||||||||||||
First | Second | Third | Fourth | ||||||||||||||
Quarter | Quarter | Quarter | Quarter | ||||||||||||||
2014 | |||||||||||||||||
Net sales | $ | 64,379 | $ | 66,665 | $ | 62,806 | $ | 63,342 | |||||||||
Gross profit | 44,933 | 46,502 | 43,458 | 43,999 | |||||||||||||
Income from operations | 6,961 | 7,120 | 3,706 | 3,789 | |||||||||||||
Net income | 3,709 | 3,828 | 1,504 | 1,506 | |||||||||||||
Basic earnings per share | 0.07 | 0.08 | 0.03 | 0.03 | |||||||||||||
Diluted earnings per share | 0.07 | 0.07 | 0.03 | 0.03 | |||||||||||||
2013 | |||||||||||||||||
Net sales | $ | 56,835 | $ | 58,123 | $ | 56,800 | $ | 57,806 | |||||||||
Gross profit | 40,373 | 40,866 | 39,814 | 39,756 | |||||||||||||
Income from operations | 12,019 | 10,476 | 7,607 | 2,976 | |||||||||||||
Net income (loss) | (44,717 | ) | -1 | 3,584 | 4,050 | 1,423 | |||||||||||
Basic and diluted earnings (loss) per share | (1.00 | ) | 0.07 | 0.08 | 0.03 | ||||||||||||
(1) Includes non-recurring, non-cash change in fair value of warrants. |
Accounting_Policies_by_Policy_
Accounting Policies, by Policy (Policies) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Accounting Policies [Abstract] | |||||||||
Basis of Accounting, Policy [Policy Text Block] | Basis of Presentation: | ||||||||
The consolidated financial statements of Holdings include the accounts of its wholly owned subsidiaries, and variable interest entities. See Note 12, “New Market Tax Credit” (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. | |||||||||
Use of Estimates, Policy [Policy Text Block] | Use of Estimates: | ||||||||
The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements. The Company bases its estimates and judgments on historical experience and on various other assumptions that it believes are reasonable under the circumstances. The amount of assets and liabilities reported on the Company's balance sheets and the amounts of income and expenses reported for each of the periods presented are affected by estimates and assumptions, which are used for, but not limited to, the accounting for revenue recognition and related reserves for sales returns, useful lives of property, plant and equipment, determining impairment on long-lived assets, valuation of inventory, determining liabilities associated with self-insured health and workers compensation risks, determining compensation expense on stock based compensation plans and accruals for incentive compensation. Actual results may differ from these estimates. | |||||||||
Reclassification, Policy [Policy Text Block] | Reclassification: | ||||||||
Certain amounts in the prior year’s audited consolidated financial statements have been reclassified for comparative purposes to conform to the current year’s presentation. | |||||||||
Cash and Cash Equivalents, Policy [Policy Text Block] | Cash and Cash Equivalents: | ||||||||
The Company had cash and cash equivalents of $5.8 million and $1.8 million at December 31, 2014, and 2013, respectively. The Company considers all highly liquid investments with a maturity date of three months or less when purchased to be cash equivalents. The Company accepts a range of debit and credit cards, and these transactions are generally transmitted to a bank for reimbursement within 24 hours. The payments due from the banks for these debit and credit card transactions are generally received, or settle, within 24 to 48 hours of the transmission date. The Company considers all debit and credit card transactions that settle in less than seven days to be cash and cash equivalents. Amounts due from the banks for these transactions classified as cash and cash equivalents totaled $1.9 million at December 31, 2014. | |||||||||
Receivables, Policy [Policy Text Block] | Trade Receivables: | ||||||||
Trade receivables are carried at original invoice amount less an estimate made for doubtful accounts. Management determines the allowance for doubtful accounts on a specific identification basis as well as by using historical experience applied to an aging of accounts. Trade receivables are written off when deemed uncollectible. Recoveries of trade receivables previously written off are recorded when received. The allowance for doubtful accounts was $69,500 and $74,500 as of December 31, 2014 and 2013, respectively. The Company does not accrue interest on accounts receivable. | |||||||||
Inventory, Policy [Policy Text Block] | Inventories: | ||||||||
Inventories are stated at the lower of cost (determined using the weighted average cost method) or market. Inventories consist primarily of merchandise held for sale. Inventories were comprised of the following at December 31, 2014 and 2013: | |||||||||
(in thousands) | |||||||||
2014 | 2013 | ||||||||
Finished goods | $ | 58,323 | $ | 62,690 | |||||
Raw materials | 2,356 | 1,370 | |||||||
Finished goods in transit | 8,178 | 3,696 | |||||||
Total | $ | 68,857 | $ | 67,756 | |||||
The Company provides provisions for losses related to shrinkage and other amounts that are otherwise not expected to be fully recoverable. | |||||||||
Income Tax, Policy [Policy Text Block] | 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 consolidated financial statements for periods prior to August 21, 2012. The provision recorded 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. | |||||||||
Subsequent to August 21, 2012, the Company has recognized 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 carry forwards will result in a benefit based on expected profitability by tax jurisdiction. A valuation allowance for such tax assets and loss carry forwards 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. | |||||||||
In accordance with ASC 740-10, the Company records interest and penalties relating to uncertain tax positions in income tax expense. As of December 31, 2014 and 2013, the Company has not recognized any liabilities for uncertain tax positions nor have we accrued interest and penalties related to uncertain tax positions. | |||||||||
Revenue Recognition, Policy [Policy Text Block] | Revenue Recognition: | ||||||||
The Company recognizes sales at the time that the customer takes possession of the merchandise or when final delivery of the product has occurred. We recognize service revenue, which consists primarily of freight charges for home delivery, when the service has been rendered. The Company is required to charge and collect sales and other taxes on sales to our customers and remit these taxes back to government authorities. Sales and other taxes are recorded in the consolidated balance sheets but excluded from the consolidated statements of operations. Net sales are reduced by an allowance for anticipated sales returns that we estimate based on historical returns. The process to establish a sales return reserve contains uncertainties because it requires management to make assumptions and to apply judgment to estimate future sales returns and exchanges. The customer may receive a refund or exchange the original product for a replacement of equal or similar quality for a period of six months from the time of original purchase. Products received back under this policy are reconditioned pursuant to state laws and resold. | |||||||||
The Company generally requires customers to pay a deposit when purchasing inventory that is not regularly carried at the store location, or not currently in stock. These deposits are included in other accrued liabilities until the customer takes possession of the merchandise. | |||||||||
Cost of Sales, Policy [Policy Text Block] | Cost of Sales and Selling, General and Administrative Expenses | ||||||||
The following table illustrates the primary costs classified in each major expense category: | |||||||||
Cost of Goods Sold | |||||||||
● Cost of product sold; | |||||||||
● Freight expenses to bring products into our distribution centers; | |||||||||
● Custom and duty expenses; | |||||||||
● Customer shipping and handling expenses; | |||||||||
● Physical inventory losses; | |||||||||
● Labor costs incurred at distribution centers in connection with the receiving process; | |||||||||
● Labor and overhead costs incurred to manufacture inventory | |||||||||
SG&A | |||||||||
● All other payroll and benefit costs for retail, corporate and distribution employees; | |||||||||
● Occupancy, utilities and maintenance costs of retail and corporate facilities; | |||||||||
● Freight expenses to move inventory from our distribution centers to our stores; | |||||||||
● Depreciation and amortization; | |||||||||
● Advertising costs | |||||||||
Share-based Compensation, Option and Incentive Plans Policy [Policy Text Block] | Stock Based Compensation: | ||||||||
The Company records compensation expense associated with stock options and restricted stock awards in accordance with FASB ASC 718. The Company may issue incentive awards in the form of stock options, restricted stock awards and other equity awards to employees and non-employee directors. The Company recognizes expense for its stock-based compensation based on the fair value of the awards that are granted. Compensation expense is recognized only for those awards expected to vest, with forfeitures estimated at the date of grant based on historical experience and future expectations. Compensation cost is recognized ratably over the requisite service period of the entire related stock-based compensation award. | |||||||||
Concentration Risk, Credit Risk, Policy [Policy Text Block] | Concentration of Risk: | ||||||||
Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash and cash equivalents and bank deposits. By their nature, all such instruments involve risks including credit risks of non-performance by counterparties. A substantial portion of the Company's cash and cash equivalents and bank deposits are invested with banks with high investment grade credit ratings. | |||||||||
Segment Reporting, Policy [Policy Text Block] | Segments: | ||||||||
The Company’s operations consist primarily of retail sales of manufactured and natural stone tiles, setting and maintenance materials, and related accessories in stores located in the United States and through its website. The Company’s chief operating decision maker only reviews the consolidated results of the Company and accordingly the Company has concluded it has one reportable segment. | |||||||||
Advertising Costs, Policy [Policy Text Block] | Advertising Costs: | ||||||||
Advertising costs are charged to expense as incurred. Advertising costs were $5.7 million, $6.2 million and $2.9 million, for the years ended December 31, 2014, 2013 and 2012, respectively, and are included in selling, general and administrative expenses in the consolidated statements of operations. Magazine advertisements, internet advertisements, media broadcasts and billboard advertising made up the majority of our advertising costs in all three years. | |||||||||
Pre Opening Costs [Policy Text Block] | Pre-opening costs: | ||||||||
Our pre-opening costs are those typically associated with the openings of a new store and generally include rent expense, payroll costs and promotional costs. The company expenses pre-opening costs as incurred which are recorded in selling, general and administrative expenses. During the years ended December 31, 2014, 2013 and 2012, the Company reported pre-opening costs of $1.5 million, $2.4 million and $1.0 million, respectively. | |||||||||
Property, Plant and Equipment, Policy [Policy Text Block] | Property, Plant and Equipment: | ||||||||
Property, plant equipment and leasehold improvements are recorded at cost. Improvements are capitalized while repairs and maintenance costs are charged to operations when incurred. Property, plant and equipment is depreciated or amortized using the straight-line method over estimated useful lives. Assets purchased under a capital lease are amortized using the straight-line method over the shorter of the lease term (including renewal terms) or the estimated useful life of the asset. Leasehold improvements are amortized using the straight-line method over the shorter of the lease term (including renewal terms) or the estimated useful life of the asset. The cost and accumulated depreciation of assets sold or otherwise disposed of are removed from the accounts and any gain or loss thereon is included in other income and expense. | |||||||||
Asset life (in years) | |||||||||
Buildings and building improvements | 40 | ||||||||
Leasehold improvements | 26-Aug | ||||||||
Furniture and fixtures | 7-Feb | ||||||||
Machinery and equipment | 10-May | ||||||||
Computer equipment and software | 7-Mar | ||||||||
Vehicles | 5 | ||||||||
Intangible Assets, Finite-Lived, Policy [Policy Text Block] | Internal Use Software: | ||||||||
The Company capitalizes software development costs incurred during the application development stage related to new software or major enhancements to the functionality of existing software that is developed solely to meet the Company’s internal operational needs and when no substantive plans exist or are being developed to market the software externally. Costs capitalized include external direct costs of materials and services and internal payroll and payroll-related costs. Any costs during the preliminary project stage or related to training or maintenance are expensed as incurred. Capitalization ceases when the software project is substantially complete and ready for its intended use. The capitalization and ongoing assessment of recoverability of development costs requires considerable judgment by management with respect to certain external factors, including, but not limited to, technological and economic feasibility, and estimated economic life. As of December 31, 2014, $1.7 million was included in computer equipment and software. As of December 31, 2013, $0.6 million was included in construction in progress. The costs are amortized over estimated useful lives of three years. There was $0.3 million, $0 and $0 amortization expense related to capitalized software during the years ended December 31, 2014, 2013 and 2012, respectively. | |||||||||
Lease, Policy [Policy Text Block] | Leases: | ||||||||
The Company leases its store and corporate headquarters locations. Assets held under capital leases are included in property and equipment. Operating lease rentals are expensed on a straight-line basis over the life of the lease beginning on the date we take possession of the property. Tenant improvement allowances are amounts received from a lessor for improvements to leased properties and are amortized against rent expense over the life of the respective leases. At lease inception, the Company determines the lease term by assuming the exercise of those renewal options that are reasonably assured. The exercise of lease renewal options is at our sole discretion. The lease term is used to determine whether a lease is capital or operating and is used to calculate straight-line rent expense. Additionally, the depreciable life of leased assets and leasehold improvements is limited by the expected lease term. Rent expense is included in SG&A expenses. Certain leases require us to pay real estate taxes, insurance, maintenance and other operating expenses associated with the leased premises. These expenses are also classified in SG&A expenses. | |||||||||
Self Insurance [Policy Text Block] | Self-Insurance: | ||||||||
The Company is self-insured for certain employee health benefit claims and workers compensation. The Company estimates a liability for aggregate losses below stop-loss coverage limits based on estimates of the ultimate costs to be incurred to settle known claims and claims not reported as of the balance sheet date. The estimated liability is not discounted and is based on a number of assumptions and factors including historical trends, and economic conditions. As of December 31, 2014 and 2013, an accrual of $0.3 million and $0.1 million related to estimated employee health benefit claims was included in other current liabilities, respectively. As of December 31, 2014, an accrual of $0.4 million related to estimated workers compensation claims was included in other current liabilities. The Company was not self-insured for workers compensation for the year ended December 31, 2013. | |||||||||
New Accounting Pronouncements, Policy [Policy Text Block] | New Accounting Pronouncements | ||||||||
In May 2014, the Financial Accounting Standards Board issued a final standard on revenue from contracts with customers. The new standard sets forth a single comprehensive model for recognizing and reporting revenue. The new standard is effective for the Company in its fiscal year 2017, and permits the use of either a retrospective or a cumulative effect transition method. The Company is currently assessing the impact of implementing the new guidance on its consolidated financial statements. |
Note_1_Summary_of_Significant_1
Note 1 - Summary of Significant Accounting Polices (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Accounting Policies [Abstract] | |||||||||
Schedule of Inventory, Current [Table Text Block] | (in thousands) | ||||||||
2014 | 2013 | ||||||||
Finished goods | $ | 58,323 | $ | 62,690 | |||||
Raw materials | 2,356 | 1,370 | |||||||
Finished goods in transit | 8,178 | 3,696 | |||||||
Total | $ | 68,857 | $ | 67,756 | |||||
Property, Plant and Equipment, Schedule of Significant Acquisitions and Disposals [Table Text Block] | Asset life (in years) | ||||||||
Buildings and building improvements | 40 | ||||||||
Leasehold improvements | 26-Aug | ||||||||
Furniture and fixtures | 7-Feb | ||||||||
Machinery and equipment | 10-May | ||||||||
Computer equipment and software | 7-Mar | ||||||||
Vehicles | 5 |
Note_2_Restatement_of_Prior_Pe1
Note 2 - Restatement of Prior Period Financial Statements (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Balance Sheet Impact [Member] | |||||||||||||
Note 2 - Restatement of Prior Period Financial Statements (Tables) [Line Items] | |||||||||||||
Schedule of Error Corrections and Prior Period Adjustments [Table Text Block] | 31-Dec-13 | ||||||||||||
Previously Reported | Adjustments | As Revised | |||||||||||
Property, plant, and equipment, net | $ | 125,317 | $ | (2,028 | ) | $ | 123,289 | ||||||
Deferred tax assets | 23,291 | 901 | 24,192 | ||||||||||
Total assets | 242,769 | (1,127 | ) | 241,642 | |||||||||
Deferred rent | 25,560 | 240 | 25,800 | ||||||||||
Total liabilities | 162,906 | 240 | 163,146 | ||||||||||
Accumulated deficit | (89,861 | ) | (1,367 | ) | (91,228 | ) | |||||||
Total stockholders' equity | 79,863 | (1,367 | ) | 78,496 | |||||||||
Total liabilities and stockholders' equity | 242,769 | (1,127 | ) | 241,642 | |||||||||
Impact on Statement of Stocholders' Equity [Member] | |||||||||||||
Note 2 - Restatement of Prior Period Financial Statements (Tables) [Line Items] | |||||||||||||
Schedule of Error Corrections and Prior Period Adjustments [Table Text Block] | Changes to retained earnings (deficit) | Previously Reported | Adjustments | As Revised | |||||||||
Balance at December 31, 2011 | $ | 67,230 | $ | (1,367 | ) | $ | 65,863 | ||||||
Balance at December 31, 2012 | (54,201 | ) | (1,367 | ) | (55,568 | ) | |||||||
Balance at December 31, 2013 | (89,861 | ) | (1,367 | ) | (91,228 | ) |
Note_3_Property_Plant_and_Equi1
Note 3 - Property Plant and Equipment (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Property, Plant and Equipment [Abstract] | |||||||||
Property, Plant and Equipment [Table Text Block] | 2014 | 2013 | |||||||
Land | $ | 904 | $ | 703 | |||||
Building and building improvements | 20,492 | 18,685 | |||||||
Leasehold improvements | 68,580 | 56,239 | |||||||
Furniture and fixtures | 103,586 | 83,925 | |||||||
Machinery and equipment | 23,171 | 21,360 | |||||||
Computer equipment and software | 13,407 | 10,624 | |||||||
Vehicles | 2,773 | 2,518 | |||||||
Construction in progress | 1,411 | 8,480 | |||||||
Total property, plant and equipment | 234,324 | 202,534 | |||||||
Less accumulated depreciation | (95,030 | ) | (79,245 | ) | |||||
Total property, plant and equipment, net | $ | 139,294 | $ | 123,289 |
Note_4_Accrued_Liabilities_Tab
Note 4 - Accrued Liabilities (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Payables and Accruals [Abstract] | |||||||||
Schedule of Accrued Liabilities [Table Text Block] | 2014 | 2013 | |||||||
Customer deposits | $ | 5,038 | $ | 5,301 | |||||
Accrued wages and salaries | 3,209 | 2,905 | |||||||
Taxes - other | 2,600 | 1,783 | |||||||
Interest payable | 404 | 409 | |||||||
Sales return reserve | 3,292 | 2,850 | |||||||
Current portion of capital lease obligation | 255 | 280 | |||||||
Total accrued liabilities | $ | 14,798 | $ | 13,528 |
Note_5_Longterm_Debt_Tables
Note 5 - Long-term Debt (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Disclosure Text Block [Abstract] | |||||||||
Schedule of Long-term Debt Instruments [Table Text Block] | 2014 | 2013 | |||||||
Term note payable - quarterly installments of $0.875 million, interest at 2.5056% and 2.4084% at December 31, 2014 and 2013, which matures in October 2017 | $ | 17,125 | $ | 20,625 | |||||
Commercial bank credit facility | 74,000 | 73,526 | |||||||
Variable interest rate (0.37% at both December 31, 2014 and 2013) bonds, which mature April 1, 2023, collateralized by buildings and equipment | 995 | 1,085 | |||||||
92,120 | 95,236 | ||||||||
Less: current portion | 3,595 | 3,590 | |||||||
Debt obligations, net of current portion | $ | 88,525 | $ | 91,646 | |||||
Schedule of Maturities of Long-term Debt [Table Text Block] | Fiscal year | ||||||||
2015 | $ | 3,595 | |||||||
2016 | 3,595 | ||||||||
2017 | 84,225 | ||||||||
2018 | 105 | ||||||||
2019 | 110 | ||||||||
Thereafter | 490 | ||||||||
Total future maturities payments | $ | 92,120 | |||||||
Schedule of Future Minimum Lease Payments for Capital Leases [Table Text Block] | Fiscal year | ||||||||
2015 | 418 | ||||||||
2016 | 217 | ||||||||
2017 | 211 | ||||||||
2018 | 216 | ||||||||
2019 | 216 | ||||||||
Thereafter | 520 | ||||||||
Less: amounts representing interest | (654 | ) | |||||||
Present value of future minimum lease payments | 1,144 | ||||||||
Less: current portion | 254 | ||||||||
Capital lease obligations, net of current portion | $ | 890 |
Note_6_Commitments_and_Conting1
Note 6 - Commitments and Contingencies (Tables) | 12 Months Ended | ||||
Dec. 31, 2014 | |||||
Commitments and Contingencies Disclosure [Abstract] | |||||
Schedule of Future Minimum Rental Payments for Operating Leases [Table Text Block] | Fiscal year | ||||
2015 | $ | 25,771 | |||
2016 | 25,996 | ||||
2017 | 26,343 | ||||
2018 | 26,828 | ||||
2019 | 27,233 | ||||
Thereafter | 374,339 | ||||
Total future maturities payments | $ | 506,510 |
Note_9_Earnings_Per_Share_Tabl
Note 9 - Earnings Per Share (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Earnings Per Share [Abstract] | |||||||||||||
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | 2014 | 2013 | 2012 | ||||||||||
Net income (loss) | $ | 10,547 | $ | (35,660 | ) | $ | (46,887 | ) | |||||
Weighted-average shares outstanding - basic | 51,015,354 | 49,600,396 | 35,837,609 | ||||||||||
Dilutive common stock equivalents | 14,436 | - | - | ||||||||||
Weighted-average shares outstanding - diluted | 51,029,790 | 49,600,396 | 35,837,609 | ||||||||||
Basic net income (loss) per share | $ | 0.21 | $ | (0.72 | ) | $ | (1.31 | ) | |||||
Diluted net income (loss) per share | $ | 0.21 | $ | (0.72 | ) | $ | (1.31 | ) |
Note_10_Equity_Incentive_Plans1
Note 10 - Equity Incentive Plans (Tables) | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||||||||||||||||||||
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | 2014 | 2013 | 2012 | ||||||||||||||||||
Risk-free interest rate | 0.78% - 1.05% | 0.81% - 1.6% | 0.60% - 0.62% | ||||||||||||||||||
Expected life (in years) | 5 | 7 | 5.5 - 7 | ||||||||||||||||||
Expected volatility | 52% | 45% - 46% | 38% - 46% | ||||||||||||||||||
Schedule of Share-based Compensation, Stock Options, Activity [Table Text Block] | Shares | Weighted Average | Weighted Avg Grant Date Fair Value | Weighted Avg Remaining Contractual Term (Years) | Aggregate Intrinsic Value (in thousands) | ||||||||||||||||
Exercise Price | |||||||||||||||||||||
Balance, December 31, 2011 | - | $ | - | $ | - | - | $ | - | |||||||||||||
Granted | 1,777,500 | $ | 10.1 | $ | 5.19 | ||||||||||||||||
Exercised | - | $ | - | $ | - | ||||||||||||||||
Cancelled/Forfeited | (26,500 | ) | $ | 10 | $ | 5.17 | |||||||||||||||
Balance, December 31, 2012 | 1,751,000 | $ | 10.1 | $ | 5.19 | 9.7 | $ | 11,784 | |||||||||||||
Granted | 709,500 | $ | 23.54 | $ | 11.12 | ||||||||||||||||
Exercised | (22,999 | ) | $ | 10 | $ | 5 | |||||||||||||||
Cancelled/Forfeited | (162,584 | ) | $ | 13.96 | $ | 6.87 | |||||||||||||||
Balance, December 31, 2013 | 2,274,917 | $ | 14.02 | $ | 6.92 | 8.9 | $ | 13,051 | |||||||||||||
Granted | 768,750 | $ | 11.47 | $ | 5.13 | ||||||||||||||||
Exercised | (15,917 | ) | $ | 10 | $ | 5.19 | |||||||||||||||
Cancelled/Forfeited | (556,750 | ) | $ | 13.93 | $ | 6.6 | |||||||||||||||
Balance, December 31, 2014 | 2,471,000 | $ | 13.27 | $ | 6.45 | 7.6 | $ | 38 | |||||||||||||
Exercisable at December 31, 2014 | 771,827 | $ | 12.4 | $ | 6.3 | 7.8 | |||||||||||||||
Vested and expected to vest, December 31, 2014 | 2,088,740 | $ | 13.22 | $ | 6.48 | 7.6 | $ | 17 | |||||||||||||
Schedule of Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding [Table Text Block] | Range of Exercise Price | Weighted Average | |||||||||||||||||||
Options | Exercise Price | Remaining Contractual Life-Years | |||||||||||||||||||
$5.00 | to | $10.00 | 1,503,500 | $ | 9.88 | 7.57 | |||||||||||||||
$10.01 | to | $15.00 | 463,750 | $ | 11.9 | 6.41 | |||||||||||||||
$15.01 | to | $20.00 | 143,500 | $ | 17.83 | 8.13 | |||||||||||||||
$20.01 | to | $25.00 | 102,250 | $ | 23.06 | 8.64 | |||||||||||||||
$25.01 | to | $30.00 | 258,000 | $ | 29.05 | 8.71 | |||||||||||||||
Schedule of Share-based Compensation, Restricted Stock and Restricted Stock Units Activity [Table Text Block] | Shares | Weighted Avg Grant | |||||||||||||||||||
Date Fair Value | |||||||||||||||||||||
Nonvested, December 31, 2011 | - | $ | - | ||||||||||||||||||
Granted | 295,000 | $ | 11.05 | ||||||||||||||||||
Released | - | $ | - | ||||||||||||||||||
Forfeited | - | $ | - | ||||||||||||||||||
Nonvested, December 31, 2012 | 295,000 | $ | 11.05 | ||||||||||||||||||
Granted | 64,230 | $ | 28.27 | ||||||||||||||||||
Released | (128,334 | ) | $ | 11.05 | |||||||||||||||||
Forfeited | - | $ | - | ||||||||||||||||||
Nonvested, December 31, 2013 | 230,896 | $ | 15.84 | ||||||||||||||||||
Granted | 76,066 | $ | 11.93 | ||||||||||||||||||
Released | (117,727 | ) | $ | 15.19 | |||||||||||||||||
Forfeited | - | $ | - | ||||||||||||||||||
Nonvested, December 31, 2014 | 189,235 | $ | 14.67 |
Note_11_Income_Taxes_Tables
Note 11 - Income Taxes (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Income Tax Disclosure [Abstract] | |||||||||||||
Schedule of Components of Income Tax Expense (Benefit) [Table Text Block] | Years Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | |||||||||||
Current | |||||||||||||
Federal | $ | (4,851 | ) | $ | (5,634 | ) | $ | (149 | ) | ||||
State | (1,351 | ) | (2,520 | ) | (570 | ) | |||||||
Total Current | (6,202 | ) | (8,154 | ) | (719 | ) | |||||||
Deferred | |||||||||||||
Federal | (1,076 | ) | (4,007 | ) | 2,381 | ||||||||
State | (104 | ) | 219 | 340 | |||||||||
Total Deferred | (1,180 | ) | (3,788 | ) | 2,721 | ||||||||
Total (Provision for) Benefit from Income Taxes | $ | (7,382 | ) | $ | (11,942 | ) | $ | 2,002 | |||||
Schedule of Effective Income Tax Rate Reconciliation [Table Text Block] | 2014 | 2013 | 2012 | ||||||||||
Federal statutory rate | 35 | % | 35 | % | 34 | % | |||||||
State income taxes, net of the federal tax benefit | 5 | (6.4 | ) | 7.1 | |||||||||
Warrant expense | - | (80.0 | ) | (64.9 | ) | ||||||||
Section 743 step up | - | - | 12.1 | ||||||||||
Income from entity not subject to tax | - | - | 17.5 | ||||||||||
Other | 1.2 | 1.1 | (1.7 | ) | |||||||||
Effective tax rate | 41.2 | % | (50.3 | )% | 4.1 | % | |||||||
Schedule of Deferred Tax Assets and Liabilities [Table Text Block] | 2014 | 2013 | |||||||||||
Deferred income tax assets: | |||||||||||||
Section 743 carryforward | $ | 32,728 | $ | 35,300 | |||||||||
Leasehold improvement reimbursements | 5,645 | 4,435 | |||||||||||
Inventory | 1,490 | 1,102 | |||||||||||
Deferred rent | 3,867 | 2,385 | |||||||||||
Stock based compensation | 1,352 | 248 | |||||||||||
Other | 894 | 985 | |||||||||||
Total deferred income tax assets | $ | 45,976 | $ | 44,455 | |||||||||
Deferred income tax liabilities | |||||||||||||
Depreciation | 19,387 | 16,675 | |||||||||||
Total deferred income tax liabilities | 19,387 | 16,675 | |||||||||||
Net deferred income tax assets | $ | 26,589 | $ | 27,780 |
Note_14_Quarterly_Financial_Da1
Note 14 - Quarterly Financial Data (Unaudited) (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | |||||||||||||||||
Schedule of Quarterly Financial Information [Table Text Block] | First | Second | Third | Fourth | |||||||||||||
Quarter | Quarter | Quarter | Quarter | ||||||||||||||
2014 | |||||||||||||||||
Net sales | $ | 64,379 | $ | 66,665 | $ | 62,806 | $ | 63,342 | |||||||||
Gross profit | 44,933 | 46,502 | 43,458 | 43,999 | |||||||||||||
Income from operations | 6,961 | 7,120 | 3,706 | 3,789 | |||||||||||||
Net income | 3,709 | 3,828 | 1,504 | 1,506 | |||||||||||||
Basic earnings per share | 0.07 | 0.08 | 0.03 | 0.03 | |||||||||||||
Diluted earnings per share | 0.07 | 0.07 | 0.03 | 0.03 | |||||||||||||
2013 | |||||||||||||||||
Net sales | $ | 56,835 | $ | 58,123 | $ | 56,800 | $ | 57,806 | |||||||||
Gross profit | 40,373 | 40,866 | 39,814 | 39,756 | |||||||||||||
Income from operations | 12,019 | 10,476 | 7,607 | 2,976 | |||||||||||||
Net income (loss) | (44,717 | ) | -1 | 3,584 | 4,050 | 1,423 | |||||||||||
Basic and diluted earnings (loss) per share | (1.00 | ) | 0.07 | 0.08 | 0.03 |
Note_1_Summary_of_Significant_2
Note 1 - Summary of Significant Accounting Polices (Details) (USD $) | 12 Months Ended | |||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
sqft | ||||
Note 1 - Summary of Significant Accounting Polices (Details) [Line Items] | ||||
Number of Products Offered | 4,000 | |||
Number of Stores | 107 | |||
Number of States in which Entity Operates | 31 | |||
Average Size of Stores (in Square Feet) | 22,200 | |||
Cash and Cash Equivalents, at Carrying Value | $5,759,000 | $1,761,000 | $2,987,000 | $6,283,000 |
Due from Banks | 1,900,000 | |||
Allowance for Doubtful Accounts Receivable, Current | 69,500 | |||
Allowance for Doubtful Accounts Receivable | 74,500 | |||
Number of Reportable Segments | 1 | |||
Advertising Expense | 5,700,000 | 6,200,000 | 2,900,000 | |
Pre-Opening Costs | 1,500,000 | 2,400,000 | 1,000,000 | |
Capitalized Computer Software, Gross | 1,700,000 | 600,000 | ||
Capitalized Computer Software, Amortization | 300,000 | 0 | 0 | |
Self Insurance Reserve | 300,000 | 100,000 | ||
Workers' Compensation Liability, Current | $400,000 | |||
Software Development [Member] | ||||
Note 1 - Summary of Significant Accounting Polices (Details) [Line Items] | ||||
Property, Plant and Equipment, Useful Life | 3 years |
Note_1_Summary_of_Significant_3
Note 1 - Summary of Significant Accounting Polices (Details) - Components of Inventory (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Components of Inventory [Abstract] | ||
Finished goods | $58,323 | $62,690 |
Raw materials | 2,356 | 1,370 |
Finished goods in transit | 8,178 | 3,696 |
Total | $68,857 | $67,756 |
Note_1_Summary_of_Significant_4
Note 1 - Summary of Significant Accounting Polices (Details) - Property, Equipment, and Leasehold Improvements by Estimated Useful Life | 12 Months Ended |
Dec. 31, 2014 | |
Building and Building Improvements [Member] | |
Significant Acquisitions and Disposals [Line Items] | |
Property and equipment, estimated useful life | 40 years |
Leasehold Improvements [Member] | Minimum [Member] | |
Significant Acquisitions and Disposals [Line Items] | |
Property and equipment, estimated useful life | 8 years |
Leasehold Improvements [Member] | Maximum [Member] | |
Significant Acquisitions and Disposals [Line Items] | |
Property and equipment, estimated useful life | 26 years |
Furniture and Fixtures [Member] | Minimum [Member] | |
Significant Acquisitions and Disposals [Line Items] | |
Property and equipment, estimated useful life | 2 years |
Furniture and Fixtures [Member] | Maximum [Member] | |
Significant Acquisitions and Disposals [Line Items] | |
Property and equipment, estimated useful life | 7 years |
Machinery and Equipment [Member] | Minimum [Member] | |
Significant Acquisitions and Disposals [Line Items] | |
Property and equipment, estimated useful life | 5 years |
Machinery and Equipment [Member] | Maximum [Member] | |
Significant Acquisitions and Disposals [Line Items] | |
Property and equipment, estimated useful life | 10 years |
Computer Equipment and Purchased Software [Member] | Minimum [Member] | |
Significant Acquisitions and Disposals [Line Items] | |
Property and equipment, estimated useful life | 3 years |
Computer Equipment and Purchased Software [Member] | Maximum [Member] | |
Significant Acquisitions and Disposals [Line Items] | |
Property and equipment, estimated useful life | 7 years |
Vehicles [Member] | |
Significant Acquisitions and Disposals [Line Items] | |
Property and equipment, estimated useful life | 5 years |
Note_2_Restatement_of_Prior_Pe2
Note 2 - Restatement of Prior Period Financial Statements (Details) (USD $) | 12 Months Ended | |
In Millions, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
Accounting Changes and Error Corrections [Abstract] | ||
Restatement of Prior Year Income, Net of Tax | ($0.20) | ($0.20) |
Restatement of Prior Year Income, Percentage of Net Income or Loss | 0.60% | 0.60% |
Note_2_Restatement_of_Prior_Pe3
Note 2 - Restatement of Prior Period Financial Statements (Details) - The Impact of the Errors on the Balance Sheet (USD $) | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
In Thousands, unless otherwise specified | ||||
Property, plant, and equipment, net | $139,294 | $123,289 | ||
Deferred tax assets | 22,676 | 24,192 | ||
Total assets | 252,190 | 241,642 | ||
Deferred rent | 33,163 | 25,800 | ||
Total liabilities | 158,495 | 163,146 | ||
Accumulated deficit | -80,681 | -91,228 | ||
Total stockholders' equity | 93,695 | 78,496 | -46,130 | 73,780 |
Total liabilities and stockholders' equity | 252,190 | 241,642 | ||
Scenario, Previously Reported [Member] | ||||
Property, plant, and equipment, net | 125,317 | |||
Deferred tax assets | 23,291 | |||
Total assets | 242,769 | |||
Deferred rent | 25,560 | |||
Total liabilities | 162,906 | |||
Accumulated deficit | -89,861 | |||
Total stockholders' equity | 79,863 | |||
Total liabilities and stockholders' equity | 242,769 | |||
Scenario, Adjustment [Member] | ||||
Property, plant, and equipment, net | -2,028 | |||
Deferred tax assets | 901 | |||
Total assets | -1,127 | |||
Deferred rent | 240 | |||
Total liabilities | 240 | |||
Accumulated deficit | -1,367 | |||
Total stockholders' equity | -1,367 | |||
Total liabilities and stockholders' equity | ($1,127) |
Note_2_Restatement_of_Prior_Pe4
Note 2 - Restatement of Prior Period Financial Statements (Details) - The Impact of the Errors on the Consolidated Statement of Stockholders' Equity (USD $) | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 |
In Thousands, unless otherwise specified | |||||
Balance | $93,695 | $78,496 | ($46,130) | $73,780 | |
Balance | 93,695 | 78,496 | -46,130 | 73,780 | |
Retained Earnings [Member] | Scenario, Previously Reported [Member] | |||||
Balance | -89,861 | -54,201 | 67,230 | ||
Balance | -89,861 | -54,201 | 67,230 | ||
Retained Earnings [Member] | Scenario, Adjustment [Member] | |||||
Balance | -1,367 | -1,367 | -1,367 | ||
Balance | -1,367 | -1,367 | -1,367 | ||
Retained Earnings [Member] | |||||
Balance | -80,681 | -91,228 | -55,568 | 65,863 | 65,863 |
Balance | -80,681 | -91,228 | -55,568 | 65,863 | 65,863 |
Scenario, Previously Reported [Member] | |||||
Balance | 79,863 | ||||
Balance | 79,863 | ||||
Scenario, Adjustment [Member] | |||||
Balance | -1,367 | ||||
Balance | ($1,367) |
Note_3_Property_Plant_and_Equi2
Note 3 - Property Plant and Equipment (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Property, Plant and Equipment [Abstract] | |||
Depreciation, Depletion and Amortization, Nonproduction | $19,925 | $14,316 | $10,530 |
Note_3_Property_Plant_and_Equi3
Note 3 - Property Plant and Equipment (Details) - Components of Property and Equipment (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | $234,324 | $202,534 |
Less accumulated depreciation | -95,030 | -79,245 |
Total property, plant and equipment, net | 139,294 | 123,289 |
Land [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 904 | 703 |
Building and Building Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 20,492 | 18,685 |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 68,580 | 56,239 |
Furniture and Fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 103,586 | 83,925 |
Machinery and Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 23,171 | 21,360 |
Computer Equipment and Purchased Software [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 13,407 | 10,624 |
Vehicles [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 2,773 | 2,518 |
Construction in Progress [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | $1,411 | $8,480 |
Note_4_Accrued_Liabilities_Det
Note 4 - Accrued Liabilities (Details) - Components of Accrued Liabilities (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Components of Accrued Liabilities [Abstract] | ||
Customer deposits | $5,038 | $5,301 |
Accrued wages and salaries | 3,209 | 2,905 |
Taxes - other | 2,600 | 1,783 |
Interest payable | 404 | 409 |
Sales return reserve | 3,292 | 2,850 |
Current portion of capital lease obligation | 255 | 280 |
Total accrued liabilities | $14,798 | $13,528 |
Note_5_Longterm_Debt_Details
Note 5 - Long-term Debt (Details) (USD $) | 0 Months Ended | 12 Months Ended | ||
Oct. 03, 2013 | Oct. 03, 2012 | Dec. 31, 2014 | Dec. 31, 2013 | |
Note 5 - Long-term Debt (Details) [Line Items] | ||||
Line of Credit Facility, Maximum Borrowing Capacity (in Dollars) | $120,000,000 | |||
Debt Instrument Basis Spread On Federal Funds Rate | 0.50% | |||
Debt Instrument Basis Spread On Eurodollar Rate | 1.00% | |||
Term Loan [Member] | ||||
Note 5 - Long-term Debt (Details) [Line Items] | ||||
Line of Credit Facility, Expiration Period | 5 years | |||
Line of Credit, Current (in Dollars) | 25,000,000 | |||
Line of Credit Facility, Periodic Payment (in Dollars) | 875,000 | |||
Revolving Credit Facility [Member] | ||||
Note 5 - Long-term Debt (Details) [Line Items] | ||||
Long-term Line of Credit (in Dollars) | $95,000,000 | 74,000,000 | 73,500,000 | |
Base Rate [Member] | ||||
Note 5 - Long-term Debt (Details) [Line Items] | ||||
Debt Instrument, Interest Rate, Effective Percentage | 4.50% | 4.25% | ||
London Interbank Offered Rate (LIBOR) [Member] | ||||
Note 5 - Long-term Debt (Details) [Line Items] | ||||
Debt Instrument, Basis Spread on Variable Rate | 2.51% | 2.41% | ||
Minimum [Member] | ||||
Note 5 - Long-term Debt (Details) [Line Items] | ||||
Debt Instrument, Basis Spread on Variable Rate | 1.75% | |||
Debt Instrument Basis Spread On Eurodollar Rate | 0.75% | |||
Maximum [Member] | ||||
Note 5 - Long-term Debt (Details) [Line Items] | ||||
Debt Instrument, Basis Spread on Variable Rate | 2.25% | |||
Debt Instrument Basis Spread On Eurodollar Rate | 1.25% |
Note_5_Longterm_Debt_Details_C
Note 5 - Long-term Debt (Details) - Components of Long-term Debt (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Debt Instrument [Line Items] | ||
Term note payable - quarterly installments of $0.875 million, interest at 2.5056% and 2.4084% at December 31, 2014 and 2013, which matures in October 2017 | $17,125 | $20,625 |
Variable interest rate (0.37% at both December 31, 2014 and 2013) bonds, which mature April 1, 2023, collateralized by buildings and equipment | 995 | 1,085 |
92,120 | 95,236 | |
Less: current portion | 3,595 | 3,590 |
Debt obligations, net of current portion | 88,525 | 91,646 |
Bank Of America [Member] | ||
Debt Instrument [Line Items] | ||
Commercial bank credit facility | $74,000 | $73,526 |
Note_5_Longterm_Debt_Details_C1
Note 5 - Long-term Debt (Details) - Components of Long-term Debt (Parentheticals) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2013 |
Debt Instrument [Line Items] | |||
Payments on borrowings (in Dollars) | $69,771 | ||
Variable interest rate | 0.37% | 0.37% | |
Bank Of America [Member] | |||
Debt Instrument [Line Items] | |||
Payments on borrowings (in Dollars) | $875 | ||
Note interest rate | 2.51% | 2.41% |
Note_5_Longterm_Debt_Details_A
Note 5 - Long-term Debt (Details) - Annual Aggregate Maturities (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Annual Aggregate Maturities [Abstract] | ||
2015 | $3,595 | |
2016 | 3,595 | |
2017 | 84,225 | |
2018 | 105 | |
2019 | 110 | |
Thereafter | 490 | |
Total future maturities payments | $92,120 | $95,236 |
Note_5_Longterm_Debt_Details_F
Note 5 - Long-term Debt (Details) - Future Minimum Lease Payments (USD $) | Dec. 31, 2014 |
In Thousands, unless otherwise specified | |
Future Minimum Lease Payments [Abstract] | |
2015 | $418 |
2016 | 217 |
2017 | 211 |
2018 | 216 |
2019 | 216 |
Thereafter | 520 |
Less: amounts representing interest | -654 |
Present value of future minimum lease payments | 1,144 |
Less: current portion | 254 |
Capital lease obligations, net of current portion | $890 |
Note_6_Commitments_and_Conting2
Note 6 - Commitments and Contingencies (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Note 6 - Commitments and Contingencies (Details) [Line Items] | |||
Operating Leases, Rent Expense | $25.20 | $19.50 | $14 |
Minimum [Member] | |||
Note 6 - Commitments and Contingencies (Details) [Line Items] | |||
Operating Lease Term | 10 years | ||
Maximum [Member] | |||
Note 6 - Commitments and Contingencies (Details) [Line Items] | |||
Operating Lease Term | 15 years |
Note_6_Commitments_and_Conting3
Note 6 - Commitments and Contingencies (Details) - Minimum Payments on Operating Leases (USD $) | Dec. 31, 2014 |
In Thousands, unless otherwise specified | |
Minimum Payments on Operating Leases [Abstract] | |
2015 | $25,771 |
2016 | 25,996 |
2017 | 26,343 |
2018 | 26,828 |
2019 | 27,233 |
Thereafter | 374,339 |
Total future maturities payments | $506,510 |
Note_7_Fair_Value_of_Financial1
Note 7 - Fair Value of Financial Instruments (Details) (USD $) | 12 Months Ended | |||
In Millions, except Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Mar. 31, 2013 |
Fair Value Disclosures [Abstract] | ||||
Fair Value Adjustment of Warrants | $0 | $54.20 | $82.10 | |
Class of Warrant or Right, Outstanding (in Shares) | 0 | 0 | 3,580,004 |
Note_8_Related_Party_Transacti1
Note 8 - Related Party Transactions (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Note 8 - Related Party Transactions (Details) [Line Items] | ||
Sale of Stock, Price Per Share (in Dollars per share) | $7.73 | |
Special Cash Distribution Units Amount Per Year | $300,000 | |
Special Cash Distribution Units Issued (in Shares) | 3,000,000 | |
Notes Payable, Fair Value Disclosure | 1,205,000 | |
Beijing Pingxiu BP [Member] | Payments To Related Party [Member] | ||
Note 8 - Related Party Transactions (Details) [Line Items] | ||
Related Party Transaction, Amounts of Transaction | 16,900,000 | 12,500,000 |
Beijing Pingxiu BP [Member] | ||
Note 8 - Related Party Transactions (Details) [Line Items] | ||
Accounts Payable, Related Parties | 0 | |
Nanyang [Member] | Payments To Related Party [Member] | ||
Note 8 - Related Party Transactions (Details) [Line Items] | ||
Related Party Transaction, Amounts of Transaction | 2,800,000 | 2,100,000 |
Nanyang [Member] | ||
Note 8 - Related Party Transactions (Details) [Line Items] | ||
Accounts Payable, Related Parties | $500,000 | $200,000 |
Mr. Krasnow [Member] | ||
Note 8 - Related Party Transactions (Details) [Line Items] | ||
Stock Issued During Period, Shares, Other (in Shares) | 129,333 | |
Peter Kamin Revocable Trust [Member] | ||
Note 8 - Related Party Transactions (Details) [Line Items] | ||
Stock Issued During Period, Shares, Other (in Shares) | 646,667 | |
Family Office Investors Llc [Member] | ||
Note 8 - Related Party Transactions (Details) [Line Items] | ||
Stock Issued During Period, Shares, Other (in Shares) | 25,867 | |
Warren Garden [Member] | ||
Note 8 - Related Party Transactions (Details) [Line Items] | ||
Stock Issued During Period, Shares, Other (in Shares) | 19,400 |
Note_9_Earnings_Per_Share_Deta
Note 9 - Earnings Per Share (Details) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Earnings Per Share [Abstract] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 762,021 | 1,395,947 |
Note_9_Earnings_Per_Share_Deta1
Note 9 - Earnings Per Share (Details) - Basic and Diluted Net Income (Loss) Per Share (USD $) | 12 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Basic and Diluted Net Income (Loss) Per Share [Abstract] | |||
Net income (loss) (in Dollars) | $10,547 | ($35,660) | ($46,887) |
Weighted-average shares outstanding - basic | 51,015,354 | 49,600,396 | 35,837,609 |
Dilutive common stock equivalents | 14,436 | ||
Weighted-average shares outstanding - diluted | 51,029,790 | 49,600,396 | 35,837,609 |
Basic net income (loss) per share (in Dollars per share) | $0.21 | ($0.72) | ($1.31) |
Diluted net income (loss) per share (in Dollars per share) | $0.21 | ($0.72) | ($1.31) |
Note_10_Equity_Incentive_Plans2
Note 10 - Equity Incentive Plans (Details) (USD $) | 0 Months Ended | 12 Months Ended | 1 Months Ended | |||
15-May-13 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Jan. 31, 2012 | Mar. 31, 2013 | |
Note 10 - Equity Incentive Plans (Details) [Line Items] | ||||||
Deferred Compensation Arrangement with Individual, Compensation Expense | $3,897,000 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value (in Dollars per share) | $5.13 | $11.12 | $5.19 | |||
Share-based Compensation | 4,617,000 | 4,680,000 | 1,381,000 | |||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Stock Options | 8,600,000 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period, Intrinsic Value | 0 | 300,000 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number (in Shares) | 2,471,000 | 2,274,917 | 1,751,000 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Intrinsic Value | 38,000 | 13,051,000 | 11,784,000 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price (in Dollars per share) | $13.27 | $14.02 | $10.10 | |||
Proceeds from Warrant Exercises | 82,413,000 | 4,001,000 | ||||
Warrants Exercised For Cashless Basis (in Shares) | 6,731,938 | |||||
Class of Warrant Exercised on Cashless Basis In Exchange of Shares (in Shares) | 2,790,061 | |||||
Class of Warrant or Right, Outstanding (in Shares) | 0 | 0 | 3,580,004 | |||
Warrants and Rights Outstanding | 30,100,000 | |||||
Warrant Redemption Price Per Share (in Dollars per share) | $0.01 | |||||
Warrants Reclassified From Liability To Equity (in Shares) | 7,071 | |||||
Employee Stock Option [Member] | ||||||
Note 10 - Equity Incentive Plans (Details) [Line Items] | ||||||
Share-based Compensation | 2,800,000 | 3,300,000 | 1,300,000 | |||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 3 years 36 days | |||||
Warrant [Member] | ||||||
Note 10 - Equity Incentive Plans (Details) [Line Items] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number (in Shares) | 17,833,333 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price (in Dollars per share) | $11.50 | |||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in Shares) | 7,166,381 | |||||
Proceeds from Warrant Exercises | 82,400,000 | |||||
Participation Units [Member] | 2006 Plan [Member] | ||||||
Note 10 - Equity Incentive Plans (Details) [Line Items] | ||||||
Deferred Compensation Arrangement with Individual, Compensation Expense | 3,900,000 | |||||
Restricted Stock Units (RSUs) [Member] | January 2012 Plan [Member] | ||||||
Note 10 - Equity Incentive Plans (Details) [Line Items] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period (in Shares) | 233,500 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 4 years | |||||
Share Based Compensation Arrangement By Share Based Payment Award Recapture Amount | 300,000,000 | |||||
Restricted Stock Units (RSUs) [Member] | ||||||
Note 10 - Equity Incentive Plans (Details) [Line Items] | ||||||
Deferred Compensation Arrangement with Individual, Compensation Expense | 500,000 | |||||
Allocated Share-based Compensation Expense | 0 | 0 | ||||
Share-based Compensation | 1,800,000 | 1,400,000 | 500,000 | |||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Stock Options | 2,300,000 | |||||
Share Based Compensation Arrangement By Share Based Payment Award Options Granted In Period Total Fair Value | 700,000 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Fair Value | 1,400,000 | |||||
Share Price (in Dollars per share) | $8.88 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number (in Shares) | 189,235 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Intrinsic Value | 1,700,000 | |||||
Contingent Events [Member] | ||||||
Note 10 - Equity Incentive Plans (Details) [Line Items] | ||||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Stock Options | 300,000 | |||||
Time Based Vesting [Member] | ||||||
Note 10 - Equity Incentive Plans (Details) [Line Items] | ||||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Stock Options | $8,300,000 | |||||
2012 Plan [Member] | ||||||
Note 10 - Equity Incentive Plans (Details) [Line Items] | ||||||
Deferred Compensation Arrangement with Individual, Common Stock Reserved for Future Issuance (in Shares) | 2,500,000 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Additional Shares Authorized (in Shares) | 2,500,000 | |||||
Share Based Compensation Arrangement By Share Based Payment Award Number Of Additional Shares Authorized As Percentage Of Outstanding Stock | 6.00% | |||||
Black Scholes Model [Member] | ||||||
Note 10 - Equity Incentive Plans (Details) [Line Items] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value (in Dollars per share) | $5.56 | |||||
Monte Carlo Simulation [Member] | ||||||
Note 10 - Equity Incentive Plans (Details) [Line Items] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value (in Dollars per share) | $4.46 |
Note_10_Equity_Incentive_Plans3
Note 10 - Equity Incentive Plans (Details) - Fair Value Assumptions | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Note 10 - Equity Incentive Plans (Details) - Fair Value Assumptions [Line Items] | |||
Expected life (in years) | 5 years | 7 years | |
Expected volatility | 52.00% | ||
Minimum [Member] | |||
Note 10 - Equity Incentive Plans (Details) - Fair Value Assumptions [Line Items] | |||
Risk-free interest rate | 0.78% | 0.81% | 0.60% |
Expected life (in years) | 5 years 6 months | ||
Expected volatility | 45.00% | 38.00% | |
Maximum [Member] | |||
Note 10 - Equity Incentive Plans (Details) - Fair Value Assumptions [Line Items] | |||
Risk-free interest rate | 1.05% | 1.60% | 0.62% |
Expected life (in years) | 7 years | ||
Expected volatility | 46.00% | 46.00% |
Note_10_Equity_Incentive_Plans4
Note 10 - Equity Incentive Plans (Details) - Stock Option Activity (USD $) | 12 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Stock Option Activity [Abstract] | |||
Options Outstanding (in Shares) | 2,274,917 | 1,751,000 | |
Options Outstanding, Weighted Avg Exercise Price | $14.02 | $10.10 | |
Options Outstanding, Weighted Avg Grant Date Fair Value | $6.92 | $5.19 | |
Options Outstanding, Weighted Avg Remaining Contractual Term | 7 years 219 days | 8 years 328 days | 9 years 255 days |
Options Outstanding, Aggregate Intrinsic Value (in Dollars) | $13,051 | $11,784 | |
Exercisable at December 31, 2014 (in Shares) | 771,827 | ||
Exercisable at December 31, 2014 | $12.40 | ||
Exercisable at December 31, 2014 | $6.30 | ||
Exercisable at December 31, 2014 | 7 years 292 days | ||
Vested and expected to vest, December 31, 2014 (in Shares) | 2,088,740 | ||
Vested and expected to vest, December 31, 2014 | $13.22 | ||
Vested and expected to vest, December 31, 2014 | $6.48 | ||
Vested and expected to vest, December 31, 2014 | 7 years 219 days | ||
Vested and expected to vest, December 31, 2014 (in Dollars) | 17 | ||
Options Granted (in Shares) | 768,750 | 709,500 | 1,777,500 |
Options Granted, Weighted Avg Exercise Price | $11.47 | $23.54 | $10.10 |
Options Granted, Weighted Avg Grant Date Fair Value | $5.13 | $11.12 | $5.19 |
Options Exercised (in Shares) | -15,917 | -22,999 | |
Options Exercised, Weighted Avg Exercise Price | $10 | $10 | |
Options Exercised, Weighted Avg Grant Date Fair Value | $5.19 | $5 | |
Options Cancelled/Forfeited (in Shares) | -556,750 | -162,584 | -26,500 |
Options Cancelled/Forfeited, Weighted Avg Exercise Price | $13.93 | $13.96 | $10 |
Options Cancelled/Forfeited, Weighted Avg Grant Date Fair Value | $6.60 | $6.87 | $5.17 |
Options Outstanding (in Shares) | 2,471,000 | 2,274,917 | 1,751,000 |
Options Outstanding, Weighted Avg Exercise Price | $13.27 | $14.02 | $10.10 |
Options Outstanding, Weighted Avg Grant Date Fair Value | $6.45 | $6.92 | $5.19 |
Options Outstanding, Weighted Avg Remaining Contractual Term | 7 years 219 days | 8 years 328 days | 9 years 255 days |
Options Outstanding, Aggregate Intrinsic Value (in Dollars) | $38 | $13,051 | $11,784 |
Note_10_Equity_Incentive_Plans5
Note 10 - Equity Incentive Plans (Details) - Options Outstanding (USD $) | 12 Months Ended |
Dec. 31, 2014 | |
Exercise Price Range 1 [Member] | |
Note 10 - Equity Incentive Plans (Details) - Options Outstanding [Line Items] | |
Exercise Prices, Minimum | $5 |
Exercise Prices, Maximum | $10 |
Number of Options Outstanding (in Shares) | 1,503,500 |
Weighted Average Exercise Price | $9.88 |
Weighted Average Remaining Contractual Life | 7 years 208 days |
Exercise Price Range 2 [Member] | |
Note 10 - Equity Incentive Plans (Details) - Options Outstanding [Line Items] | |
Exercise Prices, Minimum | $10.01 |
Exercise Prices, Maximum | $15 |
Number of Options Outstanding (in Shares) | 463,750 |
Weighted Average Exercise Price | $11.90 |
Weighted Average Remaining Contractual Life | 6 years 149 days |
Exercise Price Range 3 [Member] | |
Note 10 - Equity Incentive Plans (Details) - Options Outstanding [Line Items] | |
Exercise Prices, Minimum | $15.01 |
Exercise Prices, Maximum | $20 |
Number of Options Outstanding (in Shares) | 143,500 |
Weighted Average Exercise Price | $17.83 |
Weighted Average Remaining Contractual Life | 8 years 47 days |
Exercise Price Range 4 [Member] | |
Note 10 - Equity Incentive Plans (Details) - Options Outstanding [Line Items] | |
Exercise Prices, Minimum | $20.01 |
Exercise Prices, Maximum | $25 |
Number of Options Outstanding (in Shares) | 102,250 |
Weighted Average Exercise Price | $23.06 |
Weighted Average Remaining Contractual Life | 8 years 233 days |
Exercise Price Range 5 [Member] | |
Note 10 - Equity Incentive Plans (Details) - Options Outstanding [Line Items] | |
Exercise Prices, Minimum | $25.01 |
Exercise Prices, Maximum | $30 |
Number of Options Outstanding (in Shares) | 258,000 |
Weighted Average Exercise Price | $29.05 |
Weighted Average Remaining Contractual Life | 8 years 259 days |
Note_10_Equity_Incentive_Plans6
Note 10 - Equity Incentive Plans (Details) - Restricted Stock Activity (Restricted Stock [Member], USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Restricted Stock [Member] | |||
Note 10 - Equity Incentive Plans (Details) - Restricted Stock Activity [Line Items] | |||
Balance, December 31 | 230,896 | 295,000 | |
Balance, December 31 | $15.84 | $11.05 | |
Granted | 76,066 | 64,230 | 295,000 |
Granted | $11.93 | $28.27 | $11.05 |
Vested | -117,727 | -128,334 | |
Vested | $15.19 | $11.05 | |
Nonvested, December 31, 2014 | 189,235 | ||
Nonvested, December 31, 2014 | $14.67 |
Note_11_Income_Taxes_Details
Note 11 - Income Taxes (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Note 11 - Income Taxes (Details) [Line Items] | |||
Business Combination Temporary Basis Difference In Assets Gross | $6,400,000 | ||
Effective Income Tax Rate Reconciliation At Federal And State Statutory Income Tax Rate | 40.00% | ||
Deferred Income Tax Expense (Benefit) | 1,190,000 | 3,788,000 | -2,550,000 |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Deferred Tax Assets Noncurrent | 0 | 400,000 | |
Unrecognized Tax Benefits, Income Tax Penalties and Interest Expense | 0 | 0 | |
Liability for Uncertain Tax Positions, Noncurrent | 0 | 0 | |
Related To Business Combination [Member] | |||
Note 11 - Income Taxes (Details) [Line Items] | |||
Deferred Income Tax Expense (Benefit) | $0 | $600,000 |
Note_11_Income_Taxes_Details_T
Note 11 - Income Taxes (Details) - The Components of Benefit (Provision) for Income Taxes (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Current | |||
Federal | ($4,851) | ($5,634) | ($149) |
State | -1,351 | -2,520 | -570 |
Total Current | -6,202 | -8,154 | -719 |
Deferred | |||
Federal | -1,076 | -4,007 | 2,381 |
State | -104 | 219 | 340 |
Total Deferred | -1,190 | -3,788 | 2,550 |
Total (Provision for) Benefit from Income Taxes | ($7,382) | ($11,942) | $2,002 |
Note_11_Income_Taxes_Details_E
Note 11 - Income Taxes (Details) - Effective Income Tax Rate Reconciliation | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Effective Income Tax Rate Reconciliation [Abstract] | |||
Federal statutory rate | 35.00% | 35.00% | 34.00% |
State income taxes, net of the federal tax benefit | 5.00% | -6.40% | 7.10% |
Warrant expense | -80.00% | -64.90% | |
Section 743 step up | 12.10% | ||
Income from entity not subject to tax | 17.50% | ||
Other | 1.20% | 1.10% | -1.70% |
Effective tax rate | 41.20% | -50.30% | 4.10% |
Note_11_Income_Taxes_Details_C
Note 11 - Income Taxes (Details) - Components of Net Deferred Income Taxes (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Deferred income tax assets: | ||
Section 743 carryforward | $32,728 | $35,300 |
Leasehold improvement reimbursements | 5,645 | 4,435 |
Inventory | 1,490 | 1,102 |
Deferred rent | 3,867 | 2,385 |
Stock based compensation | 1,352 | 248 |
Other | 894 | 985 |
Total deferred income tax assets | 45,976 | 44,455 |
Deferred income tax liabilities | ||
Depreciation | 19,387 | 16,675 |
Total deferred income tax liabilities | 19,387 | 16,675 |
Net deferred income tax assets | $26,589 | $27,780 |
Note_12_New_Market_Tax_Credit_
Note 12 - New Market Tax Credit (Details) (USD $) | 1 Months Ended | |
In Millions, unless otherwise specified | Jul. 31, 2013 | Jul. 01, 2013 |
Financing Agreement with Investment Funds and CDEs [Member] | Investors and Tile Shop Lending [Member] | ||
Note 12 - New Market Tax Credit (Details) [Line Items] | ||
Debt Instrument, Term | 40 years | |
Chase and US Bank [Member] | ||
Note 12 - New Market Tax Credit (Details) [Line Items] | ||
Accounts, Notes, Loans and Financing Receivable, Net, Current | $19.10 | |
Tax Credits, Maximum Percent of Qualifying Investments | 39.00% | |
Proceeds from Contributed Capital | 5.6 | |
Contributed Capital Net Proceeds | 4.4 | |
Tile Shop Lending [Member] | ||
Note 12 - New Market Tax Credit (Details) [Line Items] | ||
Proceeds from Lines of Credit | 13.5 | |
Debt Instrument, Interest Rate, Stated Percentage | 1.35% | |
Deferred Finance Costs, Gross | $1 |
Note_13_Retirement_Savings_Pla1
Note 13 - Retirement Savings Plan (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Compensation and Retirement Disclosure [Abstract] | |||
Defined Contribution Plan, Employer Discretionary Contribution Amount | $0 | $0 | $0 |
Defined Benefit Plan, Contributions by Employer | $0.50 | $0.40 | $0.30 |
Note_14_Quarterly_Financial_Da2
Note 14 - Quarterly Financial Data (Unaudited) (Details) - Quarterly Results of Operations (USD $) | 12 Months Ended | |||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Note 14 - Quarterly Financial Data (Unaudited) (Details) - Quarterly Results of Operations [Line Items] | ||||
Gross profit | $178,892 | $160,809 | $133,024 | |
Income from operations | 21,576 | 33,078 | 34,411 | |
Net income (loss) | 10,547 | -35,660 | -46,887 | |
Basic earnings per share (in Dollars per share) | $0.21 | ($0.72) | ($1.31) | |
Diluted earnings per share (in Dollars per share) | $0.21 | ($0.72) | ($1.31) | |
First Quarter [Member] | ||||
Note 14 - Quarterly Financial Data (Unaudited) (Details) - Quarterly Results of Operations [Line Items] | ||||
Net sales | 64,379 | 56,835 | ||
Gross profit | 44,933 | 40,373 | ||
Income from operations | 6,961 | 12,019 | ||
Net income (loss) | 3,709 | -44,717 | [1] | |
Basic and diluted earnings (loss) per share (in Dollars per share) | ($1) | |||
Basic earnings per share (in Dollars per share) | $0.07 | |||
Diluted earnings per share (in Dollars per share) | $0.07 | |||
Second Quarter [Member] | ||||
Note 14 - Quarterly Financial Data (Unaudited) (Details) - Quarterly Results of Operations [Line Items] | ||||
Net sales | 66,665 | 58,123 | ||
Gross profit | 46,502 | 40,866 | ||
Income from operations | 7,120 | 10,476 | ||
Net income (loss) | 3,828 | 3,584 | ||
Basic and diluted earnings (loss) per share (in Dollars per share) | $0.07 | |||
Basic earnings per share (in Dollars per share) | $0.08 | |||
Diluted earnings per share (in Dollars per share) | $0.07 | |||
Third Quarter [Member] | ||||
Note 14 - Quarterly Financial Data (Unaudited) (Details) - Quarterly Results of Operations [Line Items] | ||||
Net sales | 62,806 | 56,800 | ||
Gross profit | 43,458 | 39,814 | ||
Income from operations | 3,706 | 7,607 | ||
Net income (loss) | 1,504 | 4,050 | ||
Basic and diluted earnings (loss) per share (in Dollars per share) | $0.08 | |||
Basic earnings per share (in Dollars per share) | $0.03 | |||
Diluted earnings per share (in Dollars per share) | $0.03 | |||
Fourth Quarter [Member] | ||||
Note 14 - Quarterly Financial Data (Unaudited) (Details) - Quarterly Results of Operations [Line Items] | ||||
Net sales | 63,342 | 57,806 | ||
Gross profit | 43,999 | 39,756 | ||
Income from operations | 3,789 | 2,976 | ||
Net income (loss) | $1,506 | $1,423 | ||
Basic and diluted earnings (loss) per share (in Dollars per share) | $0.03 | |||
Basic earnings per share (in Dollars per share) | $0.03 | |||
Diluted earnings per share (in Dollars per share) | $0.03 | |||
[1] | Includes non-recurring, non-cash change in fair value of warrants. |