Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2018 | Oct. 22, 2018 | |
Document And Entity Information | ||
Entity Registrant Name | TILE SHOP HOLDINGS, INC. | |
Entity Central Index Key | 1,552,800 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Emerging Growth Company | false | |
Entity Small Business | false | |
Document Type | 10-Q | |
Document Fiscal Period Focus | Q3 | |
Document Period End Date | Sep. 30, 2018 | |
Document Fiscal Year Focus | 2,018 | |
Current Fiscal Year End Date | --12-31 | |
Trading Symbol | tts | |
Amendment Flag | false | |
Entity Common Stock, Shares Outstanding (in shares) | 52,759,558 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Current assets: | ||
Cash and cash equivalents | $ 10,105 | $ 6,621 |
Restricted cash | 835 | 855 |
Receivables, net | 3,723 | 2,381 |
Inventories | 106,310 | 85,259 |
Income tax receivable | 3,362 | 5,726 |
Other current assets, net | 6,921 | 4,717 |
Total Current Assets | 131,256 | 105,559 |
Property, plant and equipment, net | 153,453 | 151,405 |
Deferred tax assets | 10,239 | 11,654 |
Other assets | 1,952 | 2,107 |
Total Assets | 296,900 | 270,725 |
Current liabilities: | ||
Accounts payable | 25,725 | 30,771 |
Current portion of long-term debt | 8,833 | |
Income tax payable | 172 | 17 |
Other accrued liabilities | 27,790 | 22,413 |
Total Current Liabilities | 53,687 | 62,034 |
Long-term debt, net | 46,000 | 18,182 |
Capital lease obligation, net | 473 | 576 |
Deferred rent | 43,419 | 41,290 |
Other long-term liabilities | 3,931 | 4,769 |
Total Liabilities | 147,510 | 126,851 |
Commitments and Contingencies (see Note 11) | ||
Stockholders’ Equity: | ||
Common stock, par value $0.0001; authorized: 100,000,000 shares; issued and outstanding: 52,678,584 and 52,156,850 shares, respectively | 5 | 5 |
Preferred stock, par value $0.0001; authorized: 10,000,000 shares; issued and outstanding: 0 shares | ||
Additional paid-in-capital | 174,207 | 180,109 |
Accumulated deficit | (24,777) | (36,239) |
Accumulated other comprehensive income (loss) | (45) | (1) |
Total Stockholders' Equity | 149,390 | 143,874 |
Total Liabilities and Stockholders' Equity | $ 296,900 | $ 270,725 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Sep. 30, 2018 | Dec. 31, 2017 |
Consolidated Balance Sheets [Abstract] | ||
Common stock, par value (per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 52,678,584 | 52,156,850 |
Common stock, shares outstanding | 52,678,584 | 52,156,850 |
Preferred stock, par value (per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Consolidated Statements of Inco
Consolidated Statements of Income - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Consolidated Statements of Income [Abstract] | ||||
Net sales | $ 89,259 | $ 84,421 | $ 273,307 | $ 266,020 |
Cost of sales | 26,248 | 27,759 | 80,946 | 82,265 |
Gross profit | 63,011 | 56,662 | 192,361 | 183,755 |
Selling, general and administrative expenses | 59,131 | 52,285 | 174,928 | 154,245 |
Income from operations | 3,880 | 4,377 | 17,433 | 29,510 |
Interest expense | (715) | (505) | (1,866) | (1,438) |
Other income | 40 | 34 | 112 | 132 |
Income before income taxes | 3,205 | 3,906 | 15,679 | 28,204 |
Provision for income taxes | (652) | (1,468) | (4,157) | (10,034) |
Net income | $ 2,553 | $ 2,438 | $ 11,522 | $ 18,170 |
Income per common share: | ||||
Basic | $ 0.05 | $ 0.05 | $ 0.22 | $ 0.35 |
Diluted | $ 0.05 | $ 0.05 | $ 0.22 | $ 0.35 |
Weighted average shares outstanding: | ||||
Basic | 51,920,830 | 51,757,248 | 51,896,678 | 51,638,864 |
Diluted | 52,303,777 | 52,053,655 | 52,056,136 | 52,011,208 |
Dividends declared per share | $ 0.05 | $ 0.05 | $ 0.15 | $ 0.15 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Consolidated Statements of Comprehensive Income [Abstract] | ||||
Net income | $ 2,553 | $ 2,438 | $ 11,522 | $ 18,170 |
Currency translation adjustment | (37) | 22 | (44) | 30 |
Other comprehensive (loss) income | (37) | 22 | (44) | 30 |
Comprehensive income | $ 2,516 | $ 2,460 | $ 11,478 | $ 18,200 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity (Deficit) - USD ($) $ in Thousands | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings (Deficit) [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Total |
Balance at Dec. 31, 2016 | $ 5 | $ 185,998 | $ (47,058) | $ (46) | $ 138,899 |
Balance (in shares) at Dec. 31, 2016 | 51,607,143 | ||||
Issuance of restricted shares (in shares) | 324,184 | ||||
Cancellation of restricted shares (in shares) | (87,849) | ||||
Stock based compensation | 3,156 | 3,156 | |||
Stock option exercises | 1,639 | 1,639 | |||
Stock option exercises (in shares) | 313,372 | ||||
Tax withholdings related to net share settlements of stock-based compensation awards | (318) | (318) | |||
Dividends paid | (10,366) | (10,366) | |||
Foreign currency translation adjustments | 45 | 45 | |||
Net income | 10,819 | 10,819 | |||
Balance at Dec. 31, 2017 | $ 5 | 180,109 | (36,239) | (1) | $ 143,874 |
Balance (in shares) at Dec. 31, 2017 | 52,156,850 | 52,156,850 | |||
Adoption of revenue recognition standard (see Note 1) | (60) | $ (60) | |||
Issuance of restricted shares (in shares) | 595,125 | ||||
Cancellation of restricted shares (in shares) | (73,391) | ||||
Stock based compensation | 1,950 | 1,950 | |||
Tax withholdings related to net share settlements of stock-based compensation awards | (52) | (52) | |||
Dividends paid | (7,800) | (7,800) | |||
Foreign currency translation adjustments | (44) | (44) | |||
Net income | 11,522 | 11,522 | |||
Balance at Sep. 30, 2018 | $ 5 | $ 174,207 | $ (24,777) | $ (45) | $ 149,390 |
Balance (in shares) at Sep. 30, 2018 | 52,678,584 | 52,678,584 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2017 | Sep. 30, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | |
Cash Flows From Operating Activities | ||||||||
Net income | $ 2,553,000 | $ 2,438,000 | $ 11,522,000 | $ 18,170,000 | $ 10,819,000 | |||
Adjustments to reconcile net income to net cash provided by operating activities: | ||||||||
Depreciation & amortization | 21,180,000 | 19,395,000 | ||||||
Amortization of debt issuance costs | 607,000 | 526,000 | ||||||
Debt issuance cost writeoff | 100,000 | |||||||
Loss on disposals of property, plant and equipment | 76,000 | 205,000 | ||||||
Impairment charges on property, plant and equipment | 0 | 319,000 | 0 | |||||
Deferred rent | 2,345,000 | 2,911,000 | ||||||
Stock based compensation | 1,950,000 | 2,759,000 | ||||||
Deferred income taxes | 1,415,000 | 3,472,000 | ||||||
Changes in operating assets and liabilities: | ||||||||
Receivables | (1,342,000) | (249,000) | ||||||
Inventories | (21,051,000) | 3,369,000 | ||||||
Prepaid expenses and other assets | (2,374,000) | 4,163,000 | ||||||
Accounts payable | (6,550,000) | 5,421,000 | ||||||
Income tax receivable / payable | 2,520,000 | (1,163,000) | ||||||
Accrued expenses and other liabilities | 5,104,000 | (9,624,000) | ||||||
Net cash provided by operating activities | 15,721,000 | 49,355,000 | ||||||
Cash Flows From Investing Activities | ||||||||
Purchases of property, plant and equipment | (22,893,000) | (28,031,000) | ||||||
Proceeds from the sale of property, plant and equipment | 13,000 | |||||||
Net cash used in investing activities | (22,880,000) | (28,031,000) | ||||||
Cash Flows From Financing Activities | ||||||||
Payments of long-term debt and capital lease obligations | (95,235,000) | (44,672,000) | ||||||
Advances on line of credit | 114,095,000 | 30,000,000 | ||||||
Dividends paid | (7,800,000) | (7,764,000) | ||||||
Proceeds from exercise of stock options | 1,635,000 | |||||||
Employee taxes paid for shares withheld | (52,000) | (217,000) | ||||||
Debt issuance costs | (374,000) | |||||||
Net cash provided by (used in) financing activities | 10,634,000 | (21,018,000) | ||||||
Effect of exchange rate changes on cash | (11,000) | 30,000 | ||||||
Net change in cash | 3,464,000 | 336,000 | ||||||
Cash, cash equivalents and restricted cash beginning of period | 7,476,000 | 12,948,000 | 12,948,000 | |||||
Cash, cash equivalents and restricted cash end of period | 10,940,000 | 13,284,000 | 10,940,000 | 13,284,000 | 7,476,000 | |||
Cash and cash equivalents | $ 10,105,000 | $ 6,621,000 | $ 12,429,000 | |||||
Restricted cash | 835,000 | 855,000 | 855,000 | |||||
Cash, cash equivalents and restricted cash end of period | $ 10,940,000 | $ 13,284,000 | 7,476,000 | 12,948,000 | $ 12,948,000 | $ 10,940,000 | $ 7,476,000 | $ 13,284,000 |
Supplemental disclosure of cash flow information | ||||||||
Purchases of property, plant and equipment included in accounts payable and accrued expenses | 2,229,000 | 4,935,000 | ||||||
Cash paid for interest | 1,846,000 | 1,453,000 | ||||||
Cash paid (received) for income taxes, net | $ 240,000 | $ 7,575,000 |
Background
Background | 9 Months Ended |
Sep. 30, 2018 | |
Background [Abstract] | |
Background | No te 1: Background Tile Shop Holdings, Inc. (“Holdings,” and together with its wholly owned subsidiaries, the “Company”) was incorporated in Delaware in June 2012. The Company is a specialty retailer of natural stone and man-made tiles, setting and maintenance materials, and related accessories in the United States. The Company manufactures its own setting and maintenance materials, such as thinset, grout, and sealers. The Company’s primary market is retail sales to consumers, contractors, designers and home builders. As of September 30, 2018 , the Company had 140 stores in 31 states and the District of Columbia, with an average size of approximately 20,200 square feet. The Company has distribution centers located in Michigan, New Jersey, Oklahoma, Virginia and Wisconsin. The Company has a sourcing operation located in China. The accompanying Consolidated Financial Statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States for interim financial information and with the rules and regulations for reporting on Form 10 - Q. Accordingly, they do not include certain information and disclosures required for comprehensive financial statements. In the opinion of management, all adjustments considered necessary for a fair presentation have been included and are of a normal recurring nature, including the elimination of all intercompany transactions. Operating results for the three and nine months ended September 30, 2018 are not necessarily indicative of the results that may be expected for the fiscal year ending December 31, 2018 . These statements should be read in conjunction with the Consolidated Financial Statements and footnotes included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2017 . The accounting policies used in preparing these Consolidated Financial Statements are the same as those described in Note 1 to the Consolidated Financial Statements in such Form 10-K. Recently Adopted Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (“FASB”) issued a final standard on revenue from contracts with customers. This new standard introduces a comprehensive revenue recognition model that requires a company to recognize revenue to depict the transfer of goods or services to a customer at an amount that reflects the consideration it expects to receive in exchange for those goods or services. In 2016, the FASB issued several amendments to the standard. The Company adopted this standard as of January 1, 2018 using the modified retrospective transition method. See Note 2 for further details. In November 2016, the FASB issued new guidance on restricted cash on the statement of cash flows. The new guidance requires the classification and presentation of changes in restricted cash and cash equivalents in the statement of cash flows. Therefore, amounts generally described as restricted cash and restricted cash equivalents should be included with cash and cash equivalents when reconciling the beginning and ending balances shown in the statement of cash flows. The Company adopted the new standard as of March 31, 2018 using the retrospective transition method. The Company’s restricted cash balance was $0.8 million as of September 30, 2018 . Upon adopting the new standard, the Company no longer presents the release of restricted cash as a financing cash inflow. Instead, restricted cash and long-term restricted cash balances are included in the beginning and ending cash, cash equivalents and restricted cash balances in the Consolidated Statement of Cash Flows. In connection with the adoption of this standard, $6.0 million received from restricted cash accounts during the nine months ended September 30, 2017 that was previously presented as a financing cash inflow was reclassified to the beginning cash, cash equivalents and restricted cash balances in the Consolidated Statement of Cash Flows. Accounting Pronouncements Not Yet Adopted In February 2016, the FASB issued a standard that primarily requires organizations that lease assets to recognize the rights and obligations created by those leases on the C onsolidated B alance S heet. The accounting standards update also requires expanded disclosures to help financial statement users better understand the amount, timing and uncertainty of cash flows arising from leases. The standard is effective in fiscal year 2019, with early adoption permitted. The C ompany continues to evaluate the impact of this standard on its financial statements and disclosures, internal controls and accounting policies. This evaluation process includes reviewing all forms of leases, performing a completeness assessment over the lease population . The Company is currently planning on electing the package of practical expedients not to reassess prior conclusions related to contracts containing leases, lease classification and initial direct costs and is evaluating the other practical expedients available under the guidance. The Company is implementing a third-party supported lease accounting information system to account for its lease population in accordance with this new standard and establishing internal controls over the new system. The Company believe s the adoption of the standard will have a material impact on its Consolidated Balance Sheet as virtually all leases will be recognized as a right of use asset and lease obligation. |
Revenues
Revenues | 9 Months Ended |
Sep. 30, 2018 | |
Revenues [Abstract] | |
Revenues | Note 2: Revenues On January 1, 2018, the Company adopted Accounting Standards Update No. 2014-09 (Topic 606), “Revenue from Contracts with Customers,” using the modified retrospective method applied to those contracts that were not completed as of January 1, 2018. Results for reporting periods beginning after January 1, 2018 are presented under Topic 606, while prior period amounts are not adjusted and continue to be reported in accordance with the Company’s historic accounting under Topic 605. The adoption of Topic 606 had a cumulative impact adjustment to opening retained earnings of $0.1 million as of January 1, 2018 and did not have an impact on revenues recognized for the three and nine months ended September 30, 2018 . Revenue Recognition Revenues are recognized when control of the promised goods or services is transferred to the Company’s customers, in an amount that reflects the consideration received in exchange for those goods or services. Sales taxes are excluded from revenues. The following table presents revenues disaggregated by product category: For the three months ended For the nine months ended September 30, September 30, 2018 2017 2018 2017 Man-made tiles 47 % 43 % 46 % 43 % Natural stone tiles 28 33 28 33 Setting and maintenance materials 13 11 13 11 Accessories 10 11 11 11 Delivery service 2 2 2 2 Total 100 % 100 % 100 % 100 % The Company generates revenues by selling tile products, setting and maintenance materials, accessories, and delivery services to its customers through its store locations and website. The timing of revenue recognition coincides with the transfer of control of goods and services ordered by the customer, which falls into one of three categories described below: · Revenue recognized when an order is placed – If a customer places an order in a store and the contents of their order are available, the Company recognizes revenue concurrent with the exchange of goods for consideration from the customer. · Revenue recognized when an order is picked up – If a customer places an order for items held in a centralized distribution center, the Company requests a deposit from the customer at the time they place the order. Subsequently when the contents of the customer’s order are delivered to the store, the customer returns to the store and picks up the items that were ordered. The Company recognizes revenue on this transaction when the customer picks up their order. · Revenue recognized when an order is delivered – If a customer places an order in a store or online and requests delivery of their order, the Company prepares the contents of their order, initiates the delivery service, and recognizes revenue once the contents of the customer’s order are delivered. The Company determines the transaction price of its contracts based on the pricing established at the time a customer places an order. The transaction price does not include sales tax as the Company is a pass-through conduit for collecting and remitting sales tax. Any discounts applied to an order are allocated proportionately to the base price of the goods and services ordered. Deposits made by customers are recorded in other accrued liabilities. Deferred revenues associated with customer deposits are recognized at the time the Company transfers control of the items ordered or renders the delivery service. In the event an order is partially fulfilled as of the end of a reporting period, revenue will be recognized based on the transaction price allocated to the goods delivered and services rendered. The customer deposit balance was $8.1 million as of September 30, 2018 and December 31, 2017 . Revenues recognized during the nine months ended September 30, 2018 included in the customer deposit balance as of the beginning of the period were $7.8 million. The Company extends financing to qualified professional customers who apply for credit. The accounts receivable balance was $3.7 million and $2.4 million as of September 30, 2018 and December 31, 2017 , respectively. Customers who qualify for an account receive 30-day payment terms. The Company expects that the customer will pay for the goods and services ordered within one year from the date the order is placed. Accordingly, the Company qualifies for the practical expedient outlined in ASC 606-10-32-18 and does not adjust the promised amount of consideration for the effects of the financing component. Customers may return purchased items for an exchange or refund. The Company records a reserve for estimated product returns based on the historical returns trends and the current product sales performance. Historically, the sales returns reserve was presented net of cost of sales in other current liabilities. Upon adoption of Topic 606, the Company presents the sales returns reserve as an other current liability and the estimated value of the inventory that will be returned as an other current asset in the Consolidated Balance Sheet. The components of the sales returns reserve reflected in the Consolidated Balance Sheet as of September 30, 2018 and December 31, 2017 are as follows: (in thousands) September 30, December 31, 2018 2017 (1) Other current liabilities $ 5,525 $ 3,139 Other current assets 1,596 - Sales returns reserve, net $ 3,929 $ 3,139 (1) As of December 31, 2017, the sales returns reserve of $3.1 million was presented net of the expected value of inventory to be returned of $0.9 million. |
Inventories
Inventories | 9 Months Ended |
Sep. 30, 2018 | |
Inventories [Abstract] | |
Inventories | Note 3: Inventories Inventories are stated at the lower of cost (determined on the weighted-average cost method) or net realizable value. Inventories consist primarily of merchandise held for sale. Inventories were comprised of the following as of September 30, 2018 and December 31, 2017 : (in thousands) September 30, December 31, 2018 2017 Finished goods $ 94,528 $ 65,843 Raw materials 2,144 1,660 Finished goods in transit 9,638 17,756 Total $ 106,310 $ 85,259 The Company provides provisions for losses related to shrinkage and other amounts that are otherwise not expected to be fully recoverable. These provisions are calculated based on historical shrinkage, selling price, margin and current business trends. The provision for losses related to shrinkage and other amounts was $0.5 million and $0.2 million as of September 30, 2018 and December 31, 2017 , respectively. |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2018 | |
Income Taxes [Abstract] | |
Income Taxes | Note 4: Income taxes On December 22, 2017, the Tax Cuts and Jobs Act of 2017 (the “Tax Act”) was enacted into law and the new legislation contains several key tax provisions that affected the Company, including, but not limited to, a reduction of the corporate income tax rate to 21% effective January 1, 2018, and a one-time mandatory transition tax on accumulated foreign earnings, a tax on global intangible low taxed income (“GILTI”), and the repeal of the domestic manufacturing deduction for 2018. The Company recognized the effect of the tax law changes in the period of enactment, including determining the transition tax, re-measuring the Company’s U.S. deferred tax assets and liabilities and reassessing the net realizability of the Company’s deferred tax assets and liabilities. Staff Accounting Bulletin No. 118, Income Tax Accounting Implications of the Tax Cuts and Jobs Act, (“SAB 118”) allows the Company to record provisional amounts during a measurement period not to extend beyond one year of the enactment date. During the third quarter of 2018, the Company recorded an adjustment to its provisional estimates resulting in a $0.2 million reduction in income tax expense concurrent with the filing of its 2017 federal income tax return. Since the Tax Act was passed late in the fourth quarter of 2017, and ongoing guidance and accounting interpretation is expected throughout 2018, the Company considers the accounting of the state deferred tax re-measurements and other items to be provisional due to the forthcoming guidance and the Company’s ongoing analysis of final year-end data and tax positions. The Company expects to complete its analysis within the measurement period in accordance with SAB 118. While the Company does not expect to incur a current tax on GILTI relative to 2018 operations, the Company has not yet elected an accounting policy related to GILTI. The Company's effective tax rate on net income before income taxes for the three months ended September 30, 2018 and 2017 was 20.3% and 37.6% , respectively. The difference between the Company’s effective tax rate for the three months ended September 30, 2018 of 20.3% and the expected federal statutory rate of 21.0% is primarily due to favorable adjustments from the filing of the 2017 federal income tax return, partially offset by state income taxes. The Company’s effective tax rate on net income before taxes for the nine months ended September 30, 2018 and 2017 was 26.5% and 35.6% , respectively. The difference between the Company’s effective rate for the nine months ended September 30, 2018 of 26.5% and the expected federal statutory rate of 21.0% for the three and nine months ended September 30, 2018 is primarily due to state income taxes. For the three months ended September 30, 2018 and 2017 , the Company recorded a provision for income taxes of $0.7 million and $1.5 million, respectively. For the nine months ended September 30, 2018 and 2017 , the Company recorded a provision for income taxes of $4.2 million and $10.0 million, respectively. The decrease in the provision for income taxes for both the three and nine months ended September 30, 2018 is due to lower pretax earnings as well as the decrease in the corporate tax rate. The Company records interest and penalties relating to uncertain tax positions in income tax expense. As of September 30, 2018 and 2017 , the Company has not recognized any liabilities for uncertain tax positions, nor have interest and penalties related to uncertain tax positions been accrued. |
Earnings Per Share
Earnings Per Share | 9 Months Ended |
Sep. 30, 2018 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Note 5: Earnings Per Share Basic earnings per share is calculated by dividing net income by the weighted-average number of common shares outstanding during the period. Diluted earnings per share is calculated by dividing net income by the weighted-average number of common shares outstanding, after taking into consideration all dilutive potential shares outstanding during the period. Basic and diluted earnings per share were calculated as follows: (all amounts in thousands except share and per share data) For the three months ended For the nine months ended September 30, September 30, 2018 2017 2018 2017 Net income $ 2,553 $ 2,438 $ 11,522 $ 18,170 Weighted average shares outstanding - basic 51,920,830 51,757,248 51,896,678 51,638,864 Effect of dilutive securities attributable to stock based awards 382,947 296,407 159,458 372,344 Weighted average shares outstanding - diluted 52,303,777 52,053,655 52,056,136 52,011,208 Income per common share: Basic $ 0.05 $ 0.05 $ 0.22 $ 0.35 Dilutive $ 0.05 $ 0.05 $ 0.22 $ 0.35 Anti-dilutive securities excluded from earnings per share calculation 1,730,948 511,122 2,116,198 298,721 |
Other Accrued Liabilities
Other Accrued Liabilities | 9 Months Ended |
Sep. 30, 2018 | |
Other Accrued Liabilities [Abstract] | |
Other Accrued Liabilities | Note 6: Other Accrued Liabilities Other accrued liabilities consisted of the following: (in thousands) September 30, December 31, 2018 2017 Customer deposits $ 8,062 $ 8,064 Sales returns reserve 5,525 3,139 Accrued wages and salaries 3,631 2,853 Payroll and sales taxes 3,650 2,491 Other current liabilities 6,922 5,866 Total other accrued liabilities $ 27,790 $ 22,413 |
Long-term Debt
Long-term Debt | 9 Months Ended |
Sep. 30, 2018 | |
Long-term Debt [Abstract] | |
Long-term Debt | Note 7: Long-term Debt On September 18, 2018, Holdings and its operating subsidiary, The Tile Shop, LLC, entered into a credit agreement with Bank of America, N.A., Fifth Third Bank and Citizens Bank (the “Credit Agreement”). The Credit Agreement provides the Company with a senior credit facility consisting of a $100.0 million revolving line of credit through September 18, 2023 . Borrowings pursuant to the Credit Agreement initially bear interest at a rate of adjusted LIBOR plus 1.75% and may bear interest in a range between adjusted LIBOR plus 1.50% to adjusted LIBOR plus 2.25% , depending on The Tile Shop’s consolidated total rent adjusted leverage ratio. At September 30, 2018 the base interest rate was 6.00% and the LIBOR-based interest rate was 4.01% . 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. 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, or make investments. The Credit Agreement also includes financial and other covenants, including covenants to maintain certain fixed charge coverage ratios and consolidated total rent adjusted leverage ratios. The Company was in compliance with the covenants as of September 30, 2018. The Credit Agreement supersedes and replaces in its entirety the Company’s prior senior secured credit facility with Fifth Third Bank dated June 2, 2015, as amended on April 5, 2018, July 17, 2017, February 10, 2017 and December 9, 2016. The Company drew on the revolving line of credit pursuant to the Credit Agreement to refinance all of the existing term loan, revolving line of credit and interest outstanding under the Company’s prior credit facility, as well as pay $0.4 million in debt issuance costs in connection with the Credit Agreement. Debt issuance costs are classified as other current assets and other assets in the Consolidated Balance Sheet and amortized on a straight line basis over the life of the Credit Agreement. The Company recorded a $0.1 million charge in interest expense to write-off of certain unamortized deferred financing fees associated with the June 2, 2015 credit facility as of t he date of the payoff. Borrowings outstanding consisted of $46.0 million on the revolving line of credit as of September 30, 2018 . In addition, the Company has standby letters of credit outstanding related to its workers compensation and medical insurance policies. As of September 30, 2018 and 2017 , the standby letters of credit totaled $1.1 million. There was $52.9 million available for borrowing on the revolving line of credit as of September 30, 2018 , which may be used to support the Company’s growth and for working capital purposes. Long-term debt consisted of the following at September 30, 2018 and December 31, 2017 (in thousands): September 30, 2018 December 31, 2017 Unamortized Unamortized Debt Issuance Debt Issuance Principal Costs Principal Costs Term note payable - interest at 3.06% at December 31, 2017 $ - $ - $ 11,346 $ (36) Commercial bank credit facility 46,000 - 15,000 - Variable interest rate bonds (interest at 1.69% at December 31, 2017) - - 705 - Total debt obligations 46,000 - 27,051 (36) Less: current portion - - 8,855 (22) Debt obligations, net of current portion $ 46,000 $ - $ 18,196 $ (14) |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 9 Months Ended |
Sep. 30, 2018 | |
Fair Value of Financial Instruments [Abstract] | |
Fair Value of Financial Instruments | Note 8: Fair Value of Financial Instruments 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. The following table sets forth by Level within the fair value hierarchy the Company’s financial assets that were accounted for at fair value on a recurring basis at September 30, 2018 and December 31, 2017 according to the valuation techniques the Company uses to determine their fair values. There have been no transfers of assets among the fair value hierarchies presented. Pricing Fair Value at Category September 30, 2018 December 31, 2017 Assets (in thousands) Cash and cash equivalents Level 1 $ 10,105 $ 6,621 Restricted cash Level 1 835 855 The following methods and assumptions were used to estimate the fair value of each class of financial instrument. There have been no changes in the valuation techniques used by the Company to value the Company’s financial instruments. · Cash and cash equivalents: Consists of cash on hand and bank deposits. The value was measured using quoted market prices in active markets. The carrying amount approximates fair value. · Restricted cash: Consists of cash and cash equivalents held in bank deposit accounts restricted as to withdrawal or that are under the terms of use for current operations. The value was measured using quoted market prices in active markets. The carrying amount approximates fair value. Fair value measurements also apply to certain non-financial assets and liabilities measured at fair value on a nonrecurring basis. Property, plant and equipment is measured at fair value when an impairment is recognized and the related assets are written down to fair value. The Company measured the fair value of these assets based on projected cash flows and an estimated risk-adjusted rate of return. Projected cash flows are considered level 3 inputs. During the nine months ended September 30, 2018 , the Company identified property, plant and equipment that would be disposed of prior to the end of their useful lives, which resulted in the recognition of a $0.3 million charge to write-down these assets to their estimated fair value. No impairment charges were recorded during the three months ended September 30, 2018. No impairment charges were recorded during the three and nine months ended September 30, 2017 . The carrying value of the Company’s borrowings under its credit agreement approximate fair value based upon Level 2 inputs of the market interest rates available to the Company for debt obligations with similar risks and maturities. |
Equity Incentive Plans
Equity Incentive Plans | 9 Months Ended |
Sep. 30, 2018 | |
Equity Incentive Plans [Abstract] | |
Equity Incentive Plans | Note 9: Equity Incentive Plans Stock options: The Company measures and recognizes compensation expense for all stock based awards at fair value. The financial statements for the three and nine months ended September 30, 2018 and 2017 include compensation cost for the portion of outstanding awards that vested during those periods. The Company recognizes stock based compensation costs on a straight-line basis over the requisite service period of the award, which is generally the option vesting term. Total stock based compensation expense related to stock options was $0.3 million and $0.6 million for the three months ended September 30, 2018 and 2017 , respectively. Total stock based compensation expense related to stock options was $0.7 million and $1.7 million for the nine months ended September 30, 2018 and 2017 , respectively. Stock based compensation expense pertaining to stock options is included in selling, general and administrative expenses in the accompanying Consolidated Statements of Income. As of September 30, 2018 , the Company had outstanding stock options to purchase 1,716,299 shares of common stock at a weighted average exercise price of $14.27 . Restricted stock: The Company awards restricted common shares to selected employees and to non-employee directors. Recipients are not required to provide any consideration other than continued service. Restricted stock awards are subject to certain restrictions on transfer, and all or part of the shares awarded may be subject to forfeiture upon the occurrence of certain events, including employment termination. Certain awards are also subject to forfeiture if the Company fails to attain certain performance targets. The restricted stock is valued at its grant date fair value and expensed over the requisite service period or the vesting term of the awards. The Company adjusts the cumulative expense recognized on awards with performance conditions based on the probability of achieving the performance condition. Total stock based compensation expense related to restricted stock was $0.5 million and $0.4 million for the three months ended September 30, 2018 and 2017 , respectively. Total stock based compensation expense related to restricted stock was $1.2 million and $1.1 million for the nine months ended September 30, 2018 and 2017 , respectively. Stock based compensation expense pertaining to restricted stock is included in selling, general and administrative expenses in the accompanying Consolidated Statements of Income. As of September 30, 2018 , the Company had 753,113 outstanding restricted common shares. |
New Market Tax Credit
New Market Tax Credit | 9 Months Ended |
Sep. 30, 2018 | |
New Market Tax Credit [Abstract] | |
New Market Tax Credit | Note 10: New Market Tax Credit 2016 New Market Tax Credit In December 2016, the Company entered into a financing transaction with U.S. Bank Community, LLC (“U.S. Bank”) related to a $9.2 million expansion of the Company’s facility in Durant, Oklahoma. U.S. Bank made a capital contribution to, and Tile Shop Lending, Inc. (“Tile Shop Lending”) made a loan to, Twain Investment Fund 192 LLC (the “Investment Fund”) under a qualified New Markets Tax Credit (“NMTC”) program. The NMTC program was provided for in the Community Renewal Tax Relief Act of 2000 (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 (“CDEs”). CDEs are privately managed investment institutions that are certified to make qualified low-income community investments. In this transaction, Tile Shop Lending loaned $6.7 million to the Investment Fund at an interest rate of 1.37% per year and with a maturity date of December 31, 2046 . The Investment Fund then contributed the loan to a CDE, which, in turn, loaned the funds on similar terms to Tile Shop of Oklahoma, LLC, an indirect, wholly-owned subsidiary of Holdings. The proceeds of the loans from the CDEs (including loans representing the capital contribution made by U.S. Bank, net of syndication fees) were used to partially fund the distribution center project. In December 2016, U.S. Bank also contributed $3.1 million to the Investment Funds and, by virtue of such contribution, is entitled to substantially all of the tax benefits derived from the NMTCs, while the Company effectively received net loan proceeds equal to U.S. Bank’s contributions to the Investment Fund. This transaction includes a put/call provision whereby the Company may be obligated or entitled to repurchase U.S. Bank’s interest. The Company believes that U.S. Bank will exercise the put option in December 2023 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 U.S. Bank 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 Fund and CDEs contains a variable interest entity (“VIE”). The ongoing activities of the Investment Fund – 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 Fund. Management considered the contractual arrangements that obligate the Company to deliver tax benefits and provide various other guarantees to the structure; U.S. Bank’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 it is the primary beneficiary of the VIE and consolidated the Investment Fund, as a VIE, in accordance with the accounting standards for consolidation. In 2016, U.S. Bank’s contributions of $3.1 million, net of syndications fees, were included in cash, restricted cash, other accrued liabilities and other long-term liabilities in the Consolidated Balance Sheet. The Company incurred $1.2 million of syndication fees in connection with this transaction, which were classified as other current assets and other non-current assets in the Consolidated Balance Sheet. The Company is recognizing the benefit of this net $1.9 million contribution over the seven -year compliance period as it is being earned through the on-going compliance with the conditions of the NMTC program. As of September 30, 2018 , the balance of the contribution liability was $2.4 million, of which $0.5 million is classified as other accrued liabilities on the Consolidated Balance Sheet and $1.9 million is classified as other long-term liabilities on the Consolidated Balance Sheet. The Company is able to request reimbursement for certain expenditures made in connection with the expansion of the distribution center in Durant, Oklahoma from the Investment Fund. Expenditures that qualify for reimbursement include building costs, equipment purchases, and other expenditures tied to the expansion of the facility. During the f iscal year ended December 31, 2017, the Company received reimbursements totaling $6.0 million from the Investment Fund. As of September 30, 2018 , the balance in the Investment Fund available for reimbursement to the Company was $0.8 million. 2013 New Market Tax Credit In July 2013, the Company entered into a financing transaction with U.S. Bank and Chase Community Equity (“Chase”, and collectively with US. Bank, the “investors”) related to a $19.1 million acquisition, rehabilitation, and construction of the Company’s distribution center and manufacturing facilities in Durant, Oklahoma. In this transaction, Tile Shop Lending loaned $13.5 million to the Tile Shop Investment Fund LLC. The investors contributed $5.6 million to the Tile Shop Investment Fund LLC. The investors are entitled to the tax benefits derived from the NMTC by virtue of their contribution while the Company received the proceeds, net of syndication fees, to apply toward the construction project. 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 determined that this financing arrangement contains a VIE. The ongoing activities of the Tile Shop Investment Fund LLC – 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 Tile Shop Investment Fund LLC. Management considered the contractual arrangements that obligate the Company to deliver tax benefits and provide various other guarantees to the structure; the investors 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 it is the primary beneficiary of the VIE and consolidated the Tile Shop Investment Fund LLC, as a VIE, in accordance with the accounting standards for consolidation. In 2013, the investors’ contributions, of $5.6 million, net of syndication fees, were included in cash, restricted cash, other accrued liabilities and other long-term liabilities in the Consolidated Balance Sheet. The Company incurred $1.2 million of syndication fees in connection with this transaction which were classified as other current assets and other non-current assets in the Consolidated Balance Sheet. The Company is recognizing the benefit of this net $4.4 million contribution over the seven -year compliance period as it is being earned through the on-going compliance with the conditions of the NMTC program. As of September 30, 2018 , the balance of the contribution liability was $1.2 million, of which $0.6 million is classified as other accrued liabilities on the Consolidated Balance Sheet and $0.6 million is classified as other long-term liabilities on the Consolidated Balance Sheet. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2018 | |
Commitments and Contingencies [Abstract] | |
Commitments and Contingencies | Note 11: Commitments and Contingencies The Company was a nominal defendant in several actions brought derivatively on behalf of the Company by three shareholders. The plaintiffs alleged that the defendant-directors and/or officers breached their fiduciary duties by failing to adopt adequate internal controls for the Company, by approving false and misleading statements issued by the Company, by causing the Company to violate generally accepted accounting principles and SEC regulations, and by permitting the Company’s primary product to contain illegal amounts of lead. The complaints also alleged claims for insider trading and/or unjust enrichment. The Company moved to dismiss the actions, or in the alternative, to stay the actions. Before the motions were decided, the parties entered into settlement discussions. The parties entered into a Stipulation of Settlement dated April 11, 2018 to resolve all claims in the derivative actions. The settlement also resolved a demand letter dated May 19, 2016 that the Company’s Board of Directors had received from a shareholder about the same matters that were the subjects of the derivative actions. By Order and Final Judgment entered on August 23, 2018, the Delaware Court of Chancery approved the settlement of the derivative actions and dismissed them with prejudice. Under the terms of settlement, the Board of Directors adopted, and the Company implement ed , certain changes to its policies and practices that address related person transactions, insider trading, compliance, and ethics. The Company also paid plaintiffs and their counsel $1.3 million for attorneys’ fees, expenses, and incentive awards that the Court awarded to them. The Company recognized $1.0 million of legal expense during the third quarter of 2018 concurrent with the Court’s decision regarding the plaintiffs attorneys’ fees. The Company is also, from time to time, subject to claims and disputes arising in the normal course of business. In the opinion of management, while the outcome of such claims and disputes cannot be predicted with certainty, the Company’s ultimate liability in connection with these matters is not expected to have a material adverse effect on the results of operations, financial position, or cash flows. |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Sep. 30, 2018 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Note 12: Related Party Transactions On July 9, 2018, Fumitake Nishi, the brother-in-law of the Company’s interim CEO Robert Rucker and a former Company employee, informed the Company he had reacquired a majority of the equity of one of its key vendors, Nanyang Helin Stone Co. Ltd (“Nanyang”). Nanyang supplies the Company with natural stone products including hand-crafted mosaics, listellos and other accessories. During the twelve months ended December 31, 2016 and 2017, the Company purchased $8.4 million and $12.8 million of products from Nanyang, respectively. During the nine months ended September 30, 2018 , the Company purchased $9.6 million of products from Nanyang. Mr. Nishi’s employment with the Company was terminated on January 1, 2014 as a result of several violations of the Company’s code of business conduct and ethics policy. Certain of those violations involved his undisclosed ownership of Nanyang at that time. Management and the Audit Committee have evaluated the relationship and determined that it would be in the Company’s best interests to continue purchasing products from Nanyang. The Company believes Nanyang provides an important combination of quality, product availability and pricing, and relying solely on other vendors to supply similar product to the Company would not be in the Company’s best interests. The Company and the Committee has and will continue to review future purchases from Nanyang and compare the pricing for products purchased from Nanyang to the pricing of same or similar products purchased from unrelated vendors. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2018 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 13: Subsequent Events On October 18, 2018 , the Company declared a $0.05 dividend to stockholders of record as of the close of business on October 29, 2018 . The dividend will be paid on November 9, 2018 . |
Revenues (Tables)
Revenues (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Revenues [Abstract] | |
Schedule of Revenues Disaggregated by Product Category | For the three months ended For the nine months ended September 30, September 30, 2018 2017 2018 2017 Man-made tiles 47 % 43 % 46 % 43 % Natural stone tiles 28 33 28 33 Setting and maintenance materials 13 11 13 11 Accessories 10 11 11 11 Delivery service 2 2 2 2 Total 100 % 100 % 100 % 100 % |
Schedule of Components of Returns Reserve | (in thousands) September 30, December 31, 2018 2017 (1) Other current liabilities $ 5,525 $ 3,139 Other current assets 1,596 - Sales returns reserve, net $ 3,929 $ 3,139 (1) As of December 31, 2017, the sales returns reserve of $3.1 million was presented net of the expected value of inventory to be returned of $0.9 million. |
Inventories (Tables)
Inventories (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Inventories [Abstract] | |
Schedule of Inventories | (in thousands) September 30, December 31, 2018 2017 Finished goods $ 94,528 $ 65,843 Raw materials 2,144 1,660 Finished goods in transit 9,638 17,756 Total $ 106,310 $ 85,259 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share | (all amounts in thousands except share and per share data) For the three months ended For the nine months ended September 30, September 30, 2018 2017 2018 2017 Net income $ 2,553 $ 2,438 $ 11,522 $ 18,170 Weighted average shares outstanding - basic 51,920,830 51,757,248 51,896,678 51,638,864 Effect of dilutive securities attributable to stock based awards 382,947 296,407 159,458 372,344 Weighted average shares outstanding - diluted 52,303,777 52,053,655 52,056,136 52,011,208 Income per common share: Basic $ 0.05 $ 0.05 $ 0.22 $ 0.35 Dilutive $ 0.05 $ 0.05 $ 0.22 $ 0.35 Anti-dilutive securities excluded from earnings per share calculation 1,730,948 511,122 2,116,198 298,721 |
Other Accrued Liabilities (Tabl
Other Accrued Liabilities (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Other Accrued Liabilities [Abstract] | |
Schedule of Other Accrued Liabilities | (in thousands) September 30, December 31, 2018 2017 Customer deposits $ 8,062 $ 8,064 Sales returns reserve 5,525 3,139 Accrued wages and salaries 3,631 2,853 Payroll and sales taxes 3,650 2,491 Other current liabilities 6,922 5,866 Total other accrued liabilities $ 27,790 $ 22,413 |
Long-term Debt (Tables)
Long-term Debt (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Long-term Debt [Abstract] | |
Schedule of Long-Term Debt | September 30, 2018 December 31, 2017 Unamortized Unamortized Debt Issuance Debt Issuance Principal Costs Principal Costs Term note payable - interest at 3.06% at December 31, 2017 $ - $ - $ 11,346 $ (36) Commercial bank credit facility 46,000 - 15,000 - Variable interest rate bonds (interest at 1.69% at December 31, 2017) - - 705 - Total debt obligations 46,000 - 27,051 (36) Less: current portion - - 8,855 (22) Debt obligations, net of current portion $ 46,000 $ - $ 18,196 $ (14) |
Fair Value of Financial Instr_2
Fair Value of Financial Instruments (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Fair Value of Financial Instruments [Abstract] | |
Summary of Fair Value of Financial Assets Measured on a Recurring Basis | Pricing Fair Value at Category September 30, 2018 December 31, 2017 Assets (in thousands) Cash and cash equivalents Level 1 $ 10,105 $ 6,621 Restricted cash Level 1 835 855 |
Background (Narrative) (Details
Background (Narrative) (Details) $ in Thousands | 9 Months Ended | ||
Sep. 30, 2017USD ($) | Sep. 30, 2018USD ($)ft²storestate | Dec. 31, 2017USD ($) | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Number of stores | store | 140 | ||
Number of states in which entity operates | state | 31 | ||
Area of stores | ft² | 20,200 | ||
Restricted cash | $ 855 | $ 835 | $ 855 |
Previously Reported [Member] | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Proceeds from restricted cash, financing activities | $ 6,000 |
Revenues (Narrative) (Details)
Revenues (Narrative) (Details) - USD ($) | 9 Months Ended | |
Sep. 30, 2018 | Dec. 31, 2017 | |
Revenue from Contract with Customer Disclosure [Line Items] | ||
Cumulative impact adjustment to retained earnings | $ (24,777,000) | $ (36,239,000) |
Customer deposits | 8,062,000 | 8,064,000 |
Customer deposit balance, revenues recognized | 7,800,000 | |
Accounts receivable | 3,723,000 | 2,381,000 |
Difference between Revenue Guidance in Effect before and after Topic 606 [Member] | Accounting Standards Update 2014-09 [Member] | ||
Revenue from Contract with Customer Disclosure [Line Items] | ||
Cumulative impact adjustment to retained earnings | $ 0 | $ 100,000 |
Revenues (Schedule of Revenues
Revenues (Schedule of Revenues Disaggregated by Product Category) (Details) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 100.00% | 100.00% | 100.00% | 100.00% |
Man-Made Tiles [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 47.00% | 43.00% | 46.00% | 43.00% |
Natural Stone Tiles [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 28.00% | 33.00% | 28.00% | 33.00% |
Setting And Maitenance Materials [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 13.00% | 11.00% | 13.00% | 11.00% |
Accessories [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 10.00% | 11.00% | 11.00% | 11.00% |
Delivery Service [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 2.00% | 2.00% | 2.00% | 2.00% |
Revenues (Schedule of Component
Revenues (Schedule of Components of Returns Reserve) (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 | |
Revenues [Abstract] | |||
Other current liabilities | $ 5,525 | $ 3,139 | [1] |
Other current assets | 1,596 | ||
Sales return reserve, net | $ 3,929 | 3,139 | [1] |
Inventory to be returned | $ 900 | ||
[1] | As of December 31, 2017, the sales returns reserve of $3.1 million was presented net of the expected value of inventory to be returned of $0.9 million. |
Inventories (Schedule of Invent
Inventories (Schedule of Inventories) (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Inventories [Abstract] | ||
Finished goods | $ 94,528 | $ 65,843 |
Raw materials | 2,144 | 1,660 |
Finished goods in transit | 9,638 | 17,756 |
Total | 106,310 | 85,259 |
Inventory, provision for shrinkage and other | $ 500 | $ 200 |
Income Taxes (Narrative) (Detai
Income Taxes (Narrative) (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Income Taxes [Abstract] | ||||
Federal statutory rate | 21.00% | |||
Provisional income tax benefit | $ 200,000 | |||
Effective income tax rate | 20.30% | 37.60% | 26.50% | 35.60% |
Provision for income taxes | $ 652,000 | $ 1,468,000 | $ 4,157,000 | $ 10,034,000 |
Liability for uncertain tax positions | $ 0 | $ 0 | 0 | 0 |
Income tax interest and penalties related to uncertain tax positions | $ 0 | $ 0 |
Earnings Per Share (Schedule of
Earnings Per Share (Schedule of Earnings Per Share) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2017 | |
Earnings Per Share [Abstract] | |||||
Net income | $ 2,553 | $ 2,438 | $ 11,522 | $ 18,170 | $ 10,819 |
Weighted-average shares outstanding - basic | 51,920,830 | 51,757,248 | 51,896,678 | 51,638,864 | |
Effect of dilutive securities attributable to stock-based awards | 382,947 | 296,407 | 159,458 | 372,344 | |
Weighted-average shares outstanding - diluted | 52,303,777 | 52,053,655 | 52,056,136 | 52,011,208 | |
Income per common share: Basic | $ 0.05 | $ 0.05 | $ 0.22 | $ 0.35 | |
Income per common share: Dilutive | $ 0.05 | $ 0.05 | $ 0.22 | $ 0.35 | |
Anti-dilutive securities excluded from earnings per share calculation | 1,730,948 | 511,122 | 2,116,198 | 298,721 |
Other Accrued Liabilities (Sche
Other Accrued Liabilities (Schedule of Other Accrued Liabilities) (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Other Accrued Liabilities [Abstract] | ||
Customer deposits | $ 8,062 | $ 8,064 |
Sales return reserve | 5,525 | 3,139 |
Accrued wages and salaries | 3,631 | 2,853 |
Payroll and sales taxes | 3,650 | 2,491 |
Other current liabilities | 6,922 | 5,866 |
Total other accrued liabilities | $ 27,790 | $ 22,413 |
Long-term Debt (Narrative) (Det
Long-term Debt (Narrative) (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 |
Debt Instrument [Line Items] | |||
Debt issuance costs paid | $ 374 | ||
Debt issuance cost writeoff | $ 100 | ||
Minimum [Member] | LIBOR [Member] | |||
Debt Instrument [Line Items] | |||
Credit facility, spread on variable interest rate | 1.50% | ||
Maximum [Member] | LIBOR [Member] | |||
Debt Instrument [Line Items] | |||
Credit facility, spread on variable interest rate | 2.25% | ||
Revolving Credit Facility [Member] | |||
Debt Instrument [Line Items] | |||
Credit facility, available borrowing capacity | $ 52,900 | $ 52,900 | |
Credit Agreement [Member] | |||
Debt Instrument [Line Items] | |||
Credit facility, spread on variable interest rate | 1.75% | ||
Credit Agreement [Member] | LIBOR [Member] | |||
Debt Instrument [Line Items] | |||
Credit facility effective interest rate | 4.01% | 4.01% | |
Credit Agreement [Member] | Base Rate [Member] | |||
Debt Instrument [Line Items] | |||
Credit facility effective interest rate | 6.00% | 6.00% | |
Credit Agreement [Member] | Revolving Credit Facility [Member] | |||
Debt Instrument [Line Items] | |||
Credit facility, maximum borrowing capacity | $ 100,000 | $ 100,000 | |
Credit facility, expiration date | Sep. 18, 2023 | ||
Line of credit outstanding | 46,000 | $ 46,000 | |
Credit Agreement [Member] | Standby Letters of Credit [Member] | |||
Debt Instrument [Line Items] | |||
Line of credit outstanding | $ 1,100 | $ 1,100 | $ 1,100 |
Long-term Debt (Schedule of Lon
Long-term Debt (Schedule of Long-Term Debt) (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Debt Instrument [Line Items] | ||
Principal, Total debt obligations | $ 46,000 | $ 27,051 |
Unamortized Debt Issuance Costs, Total debt obligations | (36) | |
Principal, Less: current portion | 8,855 | |
Unamortized Debt Issuance Costs, Less: current portion | (22) | |
Principal, Debt obligations, net of current poriton | $ 46,000 | 18,196 |
Unamortized Debt Issuance Costs, Debt obligations, net of current portion | (14) | |
Term Loan [Member] | ||
Debt Instrument [Line Items] | ||
Principal, Total debt obligations | 11,346 | |
Unamortized Debt Issuance Costs, Total debt obligations | (36) | |
Effective interest rate | 3.06% | |
Revolving Credit Facility [Member] | ||
Debt Instrument [Line Items] | ||
Principal, Total debt obligations | $ 46,000 | 15,000 |
Variable Rate Debt [Member] | ||
Debt Instrument [Line Items] | ||
Principal, Total debt obligations | $ 705 | |
Effective interest rate | 1.69% |
Fair Value of Financial Instr_3
Fair Value of Financial Instruments (Narrative) (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Fair Value of Financial Instruments [Abstract] | |||
Asset impairment charges | $ 0 | $ 319,000 | $ 0 |
Fair Value of Financial Instr_4
Fair Value of Financial Instruments (Summary of Fair Value of Financial Assets Measured on a Recurring Basis) (Details) - Level 1 [Member] - Fair Value, Measurements, Recurring [Member] - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | $ 10,105 | $ 6,621 |
Restricted cash | $ 835 | $ 855 |
Equity Incentive Plans (Narrati
Equity Incentive Plans (Narrative) (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Stock Options [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation expense | $ 0.3 | $ 0.6 | $ 0.7 | $ 1.7 |
Stock options outstanding | 1,716,299 | 1,716,299 | ||
Stock options outstanding, weighted average exercise price | $ 14.27 | $ 14.27 | ||
Restricted Stock [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation expense | $ 0.5 | $ 0.4 | $ 1.2 | $ 1.1 |
Restricted stock outstanding | 753,113 | 753,113 |
New Market Tax Credit (Narrativ
New Market Tax Credit (Narrative) (Details) - USD ($) $ in Millions | 1 Months Ended | 9 Months Ended | 12 Months Ended | |
Dec. 31, 2016 | Jul. 31, 2013 | Sep. 30, 2018 | Dec. 31, 2017 | |
New Market Tax Credit Disclosure [Line Items] | ||||
Reimbursements received | $ 6 | |||
Restricted cash | $ 0.8 | |||
Chase and US Bank [Member] | ||||
New Market Tax Credit Disclosure [Line Items] | ||||
Contribution to affiliate | $ 5.6 | |||
Twain Investment Fund 192 [Member] | ||||
New Market Tax Credit Disclosure [Line Items] | ||||
Net proceeds from contribution | $ 1.9 | |||
Contribution liability compliance period | 7 years | |||
Contribution liability | $ 2.4 | |||
Contribution liability, current | 0.5 | |||
Contribution liability, noncurrent | $ 1.9 | |||
Twain Investment Fund 192 [Member] | Tile Shop Holdings [Member] | ||||
New Market Tax Credit Disclosure [Line Items] | ||||
Syndicate costs | 1.2 | |||
Twain Investment Fund 192 [Member] | Tile Shop Lending [Member] | ||||
New Market Tax Credit Disclosure [Line Items] | ||||
Loan amount | $ 6.7 | |||
Loan interest rate | 1.37% | |||
Loan maturity date | Dec. 31, 2046 | |||
Tile Shop Investment Fund [Member] | ||||
New Market Tax Credit Disclosure [Line Items] | ||||
Contribution to affiliate | 4.4 | |||
Contribution liability compliance period | 7 years | |||
Contribution liability | $ 1.2 | |||
Contribution liability, current | 0.6 | |||
Contribution liability, noncurrent | $ 0.6 | |||
Tile Shop Investment Fund [Member] | Tile Shop Holdings [Member] | ||||
New Market Tax Credit Disclosure [Line Items] | ||||
Syndicate costs | 1.2 | |||
Tile Shop Investment Fund [Member] | Tile Shop Lending [Member] | ||||
New Market Tax Credit Disclosure [Line Items] | ||||
Loan amount | 13.5 | |||
U.S. Bank Community [Member] | Twain Investment Fund 192 [Member] | ||||
New Market Tax Credit Disclosure [Line Items] | ||||
Contribution to affiliate | $ 3.1 | |||
U.S. Bank Community [Member] | Oklahoma [Member] | ||||
New Market Tax Credit Disclosure [Line Items] | ||||
Financing agreement project cost | $ 9.2 | |||
Chase and US Bank [Member] | Oklahoma [Member] | ||||
New Market Tax Credit Disclosure [Line Items] | ||||
Financing agreement project cost | $ 19.1 |
Commitments and Contingencies (
Commitments and Contingencies (Narrative) (Details) - Tile Shop Holdings, Inc. Stockholder Derivative Litigation [Member] $ in Millions | 3 Months Ended | 9 Months Ended |
Sep. 30, 2018USD ($) | Sep. 30, 2018USD ($)plaintiff | |
Loss Contingencies [Line Items] | ||
Number of plaintiffs | plaintiff | 3 | |
Settlement amount | $ 1.3 | |
Legal expense | $ 1 |
Related Party Transactions (Nar
Related Party Transactions (Narrative) (Details) - USD ($) $ in Millions | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Nanyang Helin Stone Company [Member] | |||
Related Party Transaction [Line Items] | |||
Payments to related party | $ 9.6 | $ 12.8 | $ 8.4 |
Subsequent Events (Narrative) (
Subsequent Events (Narrative) (Details) - Subsequent Event [Member] | Oct. 18, 2018$ / shares |
Subsequent Event [Line Items] | |
Dividends payable, date declared | Oct. 18, 2018 |
Dividends payable, amount per share | $ 0.05 |
Dividends payable, date of record | Oct. 29, 2018 |
Dividends payable, date to be paid | Nov. 9, 2018 |