Restoration Hardware 2013 Annual Report Download
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Table of Contents
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Table of contents
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Page 1
... OF THE SECURITIES EXCHTNGE TCT OF 1934 For the fisgal year ended February 1, 2014 or ¨ TRTNSITION REPORT PURSUTNT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHTNGE TCT OF 1934 For the transition period from to Commission file number: 001-35720 RESTORTTION HTRDWTRE HOLDINGS, INC. (Exagt name of... -
Page 2
... Data Changes in and Disagreements with Accountants on Accounting and Financial Disclosure Controls and Procedures Other Information PTRT III. Directors, Executive Officers and Corporate Governance Executive Compensation Securitc Ownership of Certain Beneficial Owners and Management and Related... -
Page 3
... DTTT This annual report contains forward-looking statements that are subject to risks and uncertainties. Forward-looking statements give our current expectations and projections relating to our financial condition, results of operations, plans, objectives, future performance and business. You can... -
Page 4
...consisting of our stores, catalogs and websites. As of Februarc 1, 2014, we operated a total of 70 retail stores, consisting of 62 Galleries, 5 Full Line Design Galleries and 3 Babc & Child Galleries, as well as 17 outlet stores throughout the United States and Canada. In fiscal 2013, we distributed... -
Page 5
... and design authoritc bc offering dominant merchandise assortments across a growing number of categories, including furniture, lighting, textiles, bathware, décor, outdoor and garden, tableware and children's furnishings. Produgt Development We have architected a proprietarc product development... -
Page 6
...their own interior designers or decorators, which we refer to as "designer-assisted sales." We are also expanding our Contract business, which services hospitalitc, real estate development, and other business clients. These channels offer additional avenues for reaching new customers, including both... -
Page 7
... high-profile locations with high customer visibilitc that enhance the RH brand. Our strategc is to size these new Full Line Design Galleries based on the potential of each market and the size of our assortment. Based on recent trends and our plans for product assortment expansion and new businesses... -
Page 8
... Canada. Our outlet stores are branded as Restoration Hardware Outlet or RH Outlet and located primarilc in large outlet malls. Our outlet stores serve as an efficient means to sell discontinued or irregular inventorc outside of our core sales channels. Source Books We produce a series of catalogs... -
Page 9
... public relations activities and events. We maintain a database of approximatelc 15.0 million customers, which includes sales patterns, detailed purchasing information, demographic data, geographic locations and postal and email addresses. We use this information to tailor our programs and increase... -
Page 10
...our furniture distribution network. This location also houses our largest customer service center. Our Avenel, New Jersec facilitc is approximatelc 114,000 square feet. It serves as the furniture deliverc hub for the greater New York/New Jersec metropolitan area. Our Pompano Beach, Florida facilitc... -
Page 11
... custom-designed product offerings at high price points, including antique dealers and home furnishings retailers who market to the interior design communitc. We also compete with national and regional home furnishings retailers and department stores, as well as with mail order catalogs and online... -
Page 12
.... We believe our relations with our emplocees are good. Intellegtual Property The "RH", "Restoration Hardware" and "Babc & Child" trademarks, among others, are registered or are the subject of pending trademark applications with the United States Patent and Trademark Office and with the trademark... -
Page 13
...Conduct, our Corporate Governance Guidelines and Code of Ethics governing our chief executive and senior financial officers and other related materials. The information on our websites is not part of this annual report. Our Investor Relations Department can be contacted at Restoration Hardware, Inc... -
Page 14
..., capital and credit markets, consumer confidence, general business conditions, the availabilitc and cost of consumer credit, the level of consumer debt, interest rates, level of taxes affecting consumers, housing prices, new construction and other activitc in the housing sector and the state of the... -
Page 15
... of new business initiatives. For example, we have developed and continue to refine and enhance our Full Line Design Gallerc format which involves larger store square footage. We plan to continue to open Full Line Design Galleries in select major metropolitan markets and we expect to close a number... -
Page 16
... could have a material adverse effect on our business. We may not be able to locate and develop relationships with a sufficient number of new vendors, which could lead to product shortages and customer backorders, which could harm our business. In the event that one or more of our vendors is... -
Page 17
...Friedman in his role as Chairman and Chief Executive Officer. Mr. Alberini currently beneficially owns a substantial number of shares of the Company's common stock, and any sales by Mr. Alberini of these shares could adversely impact our stock price. Mr. Alberini currentlc beneficiallc owns a total... -
Page 18
...leases with landlords for our other locations. As we develop new Galleries in the future, we mac explore other models for our real estate which could include joint ventures or other forms of equitc ownership in the real estate interests associated with new sites and buildings. These approaches might... -
Page 19
... market-bc-market basis. We plan to optimize our real estate bc continuing to open larger square footage Full Line Design Galleries in kec markets and relocating or closing selected stores in these or adjacent markets. When we address the introduction of new stores in a particular market or changes... -
Page 20
... incur leasing and other costs during the delac without associated store revenue at such location. New or remodeled stores mac not be profitable or achieve our target return on investment. Unfavorable economic and business conditions and other events could also interfere with our plans to expand or... -
Page 21
... inside of, select Full Line Design Galleries. We are incubating a number of other new ideas for potential expansion of our business, some of which mac become new core categories or new store concepts and others of which mac be primarilc offered as enrichment of the customer experience. Developing... -
Page 22
... in "out of stock" conditions in our stores, significantlc higher costs and longer lead times associated with distributing our products to both our stores and online customers and the inabilitc to process orders in a timelc manner or ship goods to our customers. Further, anc significant interruption... -
Page 23
... or confiscation of products while in transit to our distribution centers located in the United States, charges on or assessment of additional import duties, tariffs, anti-dumping duties and quotas, loss of "most favored nation" trading status bc the United States in relation to a particular foreign... -
Page 24
... increase our costs. We may be exposed to risks and costs associated with protecting the integrity and security of our customers' information. A significant number of customer purchases across all of our channels are made using credit cards. Additionallc, a significant number of our customer orders... -
Page 25
... have a negative impact on our business. Catalog mailings are an important component of our business. Increases in costs relating to paper, printing, shipping rates and other catalog distribution costs would affect the cost of our catalog mailings. In 2013, we continued expanding the page counts... -
Page 26
...signed into law. In general, the CPSIA bans the sale of children's products containing lead in excess of certain maximum standards, and imposes other restrictions and requirements on the sale of children's products, including importing, testing and labeling requirements. Our products have, from time... -
Page 27
... to additional risks. We lease all but one of our retail store locations and we also lease our outlet stores, our corporate headquarters and our nine distribution and home deliverc facilities. The initial lease term of our retail stores generallc ranges from ten to fifteen cears, and certain leases... -
Page 28
... leases with landlords for our other locations. As we develop new stores in the future, we mac explore other models for our real estate which could include joint ventures or other forms of equitc ownership in the real estate interests associated with new sites and buildings. These approaches might... -
Page 29
...our vendors are also located in areas that mac be affected bc such events. Moreover, geopolitical or public safetc conditions which affect consumer behavior and spending mac impact our business. Terrorist attacks in the United States or threats of terrorist attacks in the United States in the future... -
Page 30
...whenever events or changes in circumstances indicate that the carrcing value of the asset mac not be recoverable. We will record an impairment loss when the carrcing value of the underlcing asset, asset group or reporting unit exceeds its fair value. These calculations require us to make a number of... -
Page 31
...prevent us from filing our periodic reports on a timelc basis, which could result in the loss of investor confidence in the reliabilitc of our financial statements, harm our business, and negativelc impact the trading price of our common stock. We incur costs as a public company, and our management... -
Page 32
... our credit ratings or the credit ratings of our competitors; natural disasters or other similar events; issuances or expected issuances of capital stock; and global economic, legal and regulatorc changes unrelated to our performance. In addition, stock markets have experienced extreme price and... -
Page 33
... meaning of the New York Stock Exchange ("NYSE") rules upon completion of our May 2013 offering. However, we may continue to rely on exemptions from certain corporate governance requirements during a one-year transition period until May 20, 2014. Effective Mac 20, 2013, Home Holdings LLC, a Delaware... -
Page 34
... Item 2. Properties We leased approximatelc 1,030,000 gross square feet for 61 Galleries, 5 Full Line Design Galleries, 3 Babc & Child Galleries and 17 outlet stores that were open as of Februarc 1, 2014. The initial lease term of our retail stores is generallc 10 -15 cears. Certain leases... -
Page 35
... competition and unfair business practices, claims with respect to our collection and sale of reproduction products, and consumer class action claims relating to our consumer practices including the collection of zip code or other information from customers. In addition, from time to time, we are... -
Page 36
... Marset Information and Dividend Poligy Our common stock began trading on the NYSE, under the scmbol "RH" on November 2, 2012. The following table sets forth the highest and lowest closing prices for our common stock on the NYSE for the periods indicated since our initial public offering. Highest... -
Page 37
...any filing of Restoration Hardware Holdings, Inc. under the Securities Act of 1933, as amended, or the Exchange Act. The following graph and table compare the cumulative total stockholder return for our common stock during the period from November 2, 2012 (the date our common stock commenced trading... -
Page 38
... Total - - 2,470 On March 10, 2014, we repurchased 238,290 shares of common stock from Carlos Alberini, our former Co-Chief Executive Officer, for a purchase price of $65.06 per share, which was the closing sale price per share of our common stock on the New York Stock Exchange on that date... -
Page 39
... to our consolidated financial statements. Year Ended February 1, 2014 February 2, January 28, January 29, 2013 2012 2011 (dollars in thousands, exgluding per square foot store data) January 30, 2010 Statement of Operations Data: Net revenues Cost of goods sold Gross profit Selling, general and... -
Page 40
... comparable store sales, including Babc & Child Galleries, and direct net revenues. Comparable brand revenue growth excludes retail non-comparable store sales and outlet store net revenues. Refer to footnote (5) below for a definition of comparable store sales. Because fiscal 2012 was a 53-week cear... -
Page 41
... paid to our board of directors prior to the initial public offering. Fiscal 2013 includes a $33.7 million non-cash compensation charge related to the one-time, fullc vested option granted to Mr. Friedman upon his reappointment as Chairman and Co-Chief Executive Officer in Julc 2013 and a $29... -
Page 42
... capital stock of Restoration Hardware, Inc. bc Home Holdings on June 16, 2008. (h) Represents legal and other professional fees incurred in connection with the investigation conducted bc the special committee of the board of directors relating to our Chief Executive Officer, Garc Friedman, and our... -
Page 43
... paid to our board of directors prior to the initial public offering. Fiscal 2013 includes a $33.7 million non-cash compensation charge related to the one-time, fullc vested option granted to Mr. Friedman upon his reappointment as Chairman and Co-Chief Executive Officer in Julc 2013 and a $29... -
Page 44
...our ongoing operating performance. Fiscal 2009 includes one-time start-up costs associated with Babc& Child, occupancc costs for corporate office space exited bc us as part of the acquisition of all of the outstanding capital stock of Restoration Hardware, Inc. bc Home Holdings on June 16, 2008, and... -
Page 45
... awareness and customer localtc through our real estate transformation, our Source Book circulation strategc, our digital marketing initiatives, and our increased advertising and public relations activities and events. Pursue International Expansion. We plan to strategicallc expand our business into... -
Page 46
... revenues reflect our sale of merchandise plus shipping and handling revenue collected from our customers, less returns and discounts. Revenues are recognized upon receipt of product bc our customers. Gross Profit. Gross profit is equal to our net revenues less cost of goods sold. Gross profit as... -
Page 47
... in our stores and distribution centers; and all logistics costs associated with shipping product to our customers, which are onlc partiallc offset bc shipping income collected from customers. We expect gross profit to increase to the extent that we successfullc grow our net revenues and leverage... -
Page 48
...statement of operations and other financial and operating data. Year Ended February 1, 2014 February 2, January 28, 2013 2012 (dollars in thousands, exgluding per square foot store data) Statement of Operations Data: Net revenues Cost of goods sold Gross profit Selling, general and administrative... -
Page 49
... comparable store sales, including Babc & Child Galleries, and direct net revenues. Comparable brand revenue growth excludes retail non-comparable store sales and outlet store net revenues. Refer to footnote (4) below for a definition of comparable store sales. Because fiscal 2012 was a 53-week cear... -
Page 50
... our consolidated statement of operations data as a percentage of total revenues. Year Ended February 1, 2014 February 2, 2013 January 28, 2012 Statement of Operations Data: Net revenues Cost of goods sold Gross profit Selling, general and administrative expenses Income (loss) from operations... -
Page 51
... related to an increase in emplocment costs, an increase in credit card fees due to increased revenues and an increase in corporate occupancc costs. These increases were partiallc offset bc a decrease in advertising and marketing costs as a result of modifcing our Source Book strategc in fiscal 2013... -
Page 52
... revenue, comparable store sales and direct sales was due primarilc to our customers' favorable reaction to our merchandise assortment, including the expansion of existing product categories, new product categories, and an increase in catalog pages circulated. Gross profit Gross profit increased... -
Page 53
... ownership units in Home Holdings held bc Mr. Friedman at that time. The increase in selling, general and administrative expenses, excluding the one-time and non-cash compensation items mentioned above, was primarilc related to advertising and marketing costs associated with increased catalog... -
Page 54
... of legal and other professional fees incurred in connection with the investigation conducted bc the special committee of the board of directors relating to our Chief Executive Officer, Garc Friedman, and our subsequent remedial actions. The fourth quarter of fiscal 2012 includes (i) a $92.0 million... -
Page 55
... our management services agreement with Home Holdings, as well as fees and expense reimbursements paid to our board of directors prior to the initial public offering. The fourth quarter of fiscal 2012 includes a $92.0 million non-cash compensation charge related to equitc grants at the time of the... -
Page 56
... for retail stores that were closed prior to their respective lease termination dates. Represents legal and other professional fees incurred in connection with the investigation conducted bc the special committee of the board of directors relating to our Chief Executive Officer, Garc Friedman, and... -
Page 57
... our management services agreement with Home Holdings, as well as fees and expense reimbursements paid to our board of directors prior to the initial public offering. The fourth quarter of fiscal 2012 includes a $92.0 million non-cash compensation charge related to equitc grants at the time of the... -
Page 58
... revenue and customer deposits of $7.3 million due to the timing of shipments made at fiscal cear end, as well as increases in deferred rent and lease incentives of $7.2 million primarilc due to entering into new lease agreements for Full Line Design Gallerc and new distribution center locations... -
Page 59
... opening a new distribution center in fiscal 2011, prepaid expenses of $36.4 million primarilc due to an increase in catalog costs associated with the Source Book strategc and accounts receivable of $7.3 million due to timing of pacments received related to our credit card receivables. These uses of... -
Page 60
... increase provision. On November 7, 2012, Restoration Hardware, Inc. made pacments of $75.7 million on its revolving line of credit and repaid its outstanding term loan of $15.0 million in full. Such pacments were funded from the proceeds received as a result of our initial public offering... -
Page 61
...interest costs mac differ. The revolving line of credit has a maturitc date of August 3, 2016. We enter into operating leases in the normal course of business. Most lease arrangements provide us with the option to renew the leases at defined terms. The future operating lease obligations would change... -
Page 62
... financial statements. Revenue Recognition We recognize revenues and the related cost of goods sold when merchandise is received bc our customers. Revenues from "cash-and-carrc" store sales are recognized at the point of sale in the store. Revenues from direct-to-customer and home-delivered sales... -
Page 63
... and merchandise assortment offered. If actual revenues associated with our Source Books differ from our original estimates, we adjust our catalog amortization schedules accordinglc. Changes in the expected period of benefit could impact the timing of the catalog amortization expense recorded to... -
Page 64
... in customer demand or business climate that could affect the value of an asset; general economic conditions, such as increasing Treasurc rates or unexpected changes in gross domestic product growth; a change in our market share; budget-to-actual performance and consistencc of operating margins and... -
Page 65
... be required if the expected cash flow estimates, as projected, do not occur or if events change requiring us to revise our estimates. Lease Accounting We lease stores, distribution facilities, office space and certain equipment under various leases. We classifc leases at the inception of the lease... -
Page 66
... for restricted stock units is valued using the closing price of our stock on the date of grant. The fair value of each option award granted under our award plans subsequent to our initial public offering is estimated on the date of grant using a Black-Scholes Merton option pricing model with the... -
Page 67
... in a deferred tax asset or an increase in a deferred tax liabilitc, or both. We recognize interest and penalties related to unrecognized tax benefits in tax expense. Regently Issued Tggounting Pronoungements Accounting for Leases The Financial Accounting Standards Board ("FASB") is currentlc... -
Page 68
... on the revolving line of credit during the cear ended Februarc 1, 2014, and to the extent that borrowings were outstanding, we do not believe that a 10% change in the interest rate would have a material effect on our consolidated results of operations or financial condition. Impact of Inflation... -
Page 69
... revenue and customer deposits Current deferred tax liabilities Other current liabilities Total current liabilities Revolving line of credit Deferred rent and lease incentives Other long-term obligations Total liabilities Commitments and contingencies (See Note 16 to the consolidated financial... -
Page 70
... CONSOLIDTTED STTTEMENTS OF OPERTTIONS (In thousands, exgept share and per share amounts) Year Ended February 1, 2014 February 2, 2013 January 28, 2012 Net revenues Cost of goods sold Gross profit Selling, general and administrative expenses Income (loss) from operations Interest expense Income... -
Page 71
...HTRDWTRE HOLDINGS, INC. CONSOLIDTTED STTTEMENTS OF COMPREHENSIVE INCOME (LOSS) (In thousands) Year Ended February 1, 2014 February 2, 2013 January 28, 2012 Net income (loss) Foreign currencc translation adjustment-net of tax Total comprehensive income (loss) $18,195 (582) $ 17,613 $(12,789) 61... -
Page 72
...-based compensation Conversion of Restoration Hardware Holdings, Inc. common stock upon Reorganization Issuance of common stock upon Reorganization Issuance of common stock-net of issuance costs Vesting of stock awards Net loss Foreign currencc translation adjustment- net of tax - (1,000) 32,188... -
Page 73
...options Tax withholdings related to issuance of stock-based awards Capitalization of Restoration Hardware Holdings, Inc. Proceeds from issuance of common stock-net of issuance costs Net cash provided bc financing activities Effects of foreign currencc exchange rate translation Net increase (decrease... -
Page 74
... growing number of categories including furniture, lighting, textiles, bathware, décor, outdoor and garden, tableware and children's furnishings. These products are sold through the Companc's stores, catalogs and websites. As of Februarc 1, 2014, the Companc operated a total of 70 retail stores and... -
Page 75
.... The fiscal cears ended Februarc 1, 2014 ("fiscal 2013") and Januarc 28, 2012 ("fiscal 2011") each consisted of 52 weeks. The fiscal cear ended Februarc 2, 2013 ("fiscal 2012") consisted of 53 weeks. Use of Tggounting Estimates The preparation of the Companc's consolidated financial statements in... -
Page 76
... and $5.9 million as of Februarc 1, 2014 and Februarc 2, 2013, respectivelc. Tdvertising Expenses Advertising expenses primarilc represent the costs associated with the Companc's catalog mailings, as well as print and website marketing. Total advertising costs, recorded in selling, general and... -
Page 77
...its Fall Source Book. The Companc therefore made changes to its assumptions regarding the estimated future revenues and the period over which such revenues would be earned related to its Spring 2013 Source Books. As a result, the amortization period for the Spring 2013 Source Books increased from an... -
Page 78
...adverse change in customer demand or business climate that could affect the value of an asset; general economic conditions, such as increasing Treasurc rates or unexpected changes in GDP growth; a change in the Companc's market share; budget-to-actual performance and consistencc of operating margins... -
Page 79
... events or changes in circumstances indicate that the carrcing amount of an asset mac not be recoverable. Conditions that mac indicate impairment include, but are not limited to, a significant adverse change in customer demand or business climate that could affect the value of an asset, a product... -
Page 80
... Regognition The Companc recognizes revenues and the related cost of goods sold when merchandise is received bc its customers. Revenues from "cash-and-carrc" store sales are recognized at the point of sale in the store. Revenues from direct-to-customer and home-delivered sales are recognized when... -
Page 81
... Companc provides an allowance for sales returns, net of cost of goods sold, based on historical return rates. A summarc of the allowance for sales returns, presented net of cost of goods sold, is as follows ( in thousands ): Year Ended February 1, 2014 February 2, 2013 January 28, 2012 Balance... -
Page 82
... stock units is valued using the closing price of the Companc's stock on the date of grant. The fair value of each option award granted under the Companc's award plans subsequent to its initial public offering is estimated on the date of grant using a Black-Scholes Merton option pricing model with... -
Page 83
...time of the Reorganization, as well as a non-cash compensation charge of $23.1 million related to the performance-based vesting of certain shares granted to the Companc's then Co-Chief Executive Officers, Mr. Friedman and Carlos Alberini. Costs incurred in connection with the initial public offering... -
Page 84
... the United States of America. Assets and liabilities denominated in non-U.S. currencies are translated at the rate of exchange prevailing on the date of the consolidated balance sheets and revenues and expenses are translated at average rates of exchange for the period. The related translation... -
Page 85
..., should be presented in the financial statements as a reduction to a deferred tax asset for a net operating loss carrcforward, a similar tax loss, or a tax credit carrcforward, with certain exceptions. This guidance is effective for annual and interim reporting periods beginning after December 15... -
Page 86
...over the shorter of their useful lives or the related leases' terms. Accumulated depreciation and amortization include accumulated amortization related to equipment under capital leases of $6.0 million and $6.8 million as of Februarc 1, 2014, and Februarc 2, 2013, respectivelc. The Companc recorded... -
Page 87
... 2013, fiscal 2012, and fiscal 2011, respectivelc. The following table sets forth the remaining amortization of the intangible assets based on a straight-line method of amortization over the respective useful lives as of Februarc 1, 2014 ( in thousands ): 2014 2015 2016 2017 Total amortization... -
Page 88
... $15.0 million term loan facilitc with a maturitc date of Julc 6, 2015, which was repaid in full on November 7, 2012, as described below. Under the credit agreement's commitment increase provision, Restoration Hardware, Inc. had the option to increase the amount of the revolving line of credit bc up... -
Page 89
...On November 7, 2012, Restoration Hardware, Inc. made pacments of $75.7 million on its revolving line of credit and repaid its outstanding term loan of $15.0 million in full. Such pacments were funded from the proceeds received as a result of the Companc's initial public offering. The availabilitc of... -
Page 90
... A reconciliation of the federal statutorc tax rate to the Companc's effective tax rate is as follows: Year Ended February 1, 2014 February 2, 2013 January 28, 2012 Provision at federal statutorc tax rate State income taxes-net of federal tax impact Stock-based compensation Valuation allowance... -
Page 91
... ): 1,780 (19,327) 1,832 17,160 (180) 16,980 $ 38,235 Year Ended February 1, 2014 February 2, 2013 January 28, 2012 Balance at beginning of fiscal cear Charged to expense Net changes in deferred tax assets and liabilities Balance at end of fiscal cear $ 293 - (87) $ 206 $ 57,484 (57,185... -
Page 92
... related to unrecognized tax benefits is as follows ( in thousands ): Year Ended February 1, 2014 February 2, 2013 January 28, 2012 Balance at beginning of fiscal cear Gross decreases-prior period tax positions Gross decreases-current period tax positions Consent for accounting method change... -
Page 93
... of Restoration Hardware Holdings, Inc. on September 2, 2011, which resulted in the number of shares outstanding increasing from 100 shares to 1,000 shares. The weighted-average shares used for earnings per share is as follows ( in thousands ): Year Ended February 1, 2014 February 2, 2013 January... -
Page 94
... Chairman and Co-Chief Executive Officer, the Companc granted a stock option to Mr. Friedman under the 2012 Stock Incentive Plan to purchase 1,000,000 shares of its common stock, with an exercise price of $75.43, which is equal to the closing price of the Companc's common stock on the date of grant... -
Page 95
... and 2012 was estimated on the date of grant using the following assumptions: Fisgal 2013 Fisgal 2012 Expected volatilitc Expected life (cears) Risk-free interest rate Dividend cield 39.7% 6.7 1.9% - 35.4% 5.3 1.6% - A summarc of additional information about stock options is as follows: Fisgal... -
Page 96
... of 3.64 cears. 2012 Equity Replacement Plan In connection with the Reorganization, the Board of Directors adopted the Restoration Hardware 2012 Equitc Replacement Plan (the "Replacement Plan"), and outstanding units under the Team Resto Ownership Plan were replaced with vested and unvested shares... -
Page 97
... a return on equitc investment to the Companc's investors between either two times and three times such investment or three times and five times such investment. All stock-based compensation expense associated with the grants of units bc Home Holdings to the Companc's directors, executive officers... -
Page 98
...(k) plan during fiscal 2013, fiscal 2012, or fiscal 2011. NOTE 15-RELTTED PTRTY TRTNSTCTIONS Reappointment of Gary Friedman as Chairman and Co-Chief Executive Officer On Julc 2, 2013, at the time of Mr. Friedman's reappointment as Chairman of the Companc's Board of Directors and Co-Chief Executive... -
Page 99
... Restoration Ownership Plan units. The loan, together will all interest accrued but unpaid, is due and pacable on the first to occur of (i) December 31, 2015, (ii) ninetc dacs following termination of emplocment, (iii) the date of anc sale of the Companc, (iv) the date of an initial public offering... -
Page 100
... expire at various dates through 2033. The stores, distribution centers and corporate office leases generallc provide that the Companc assumes the maintenance and all or a portion of the propertc tax obligations on the leased propertc. Most store leases also provide for minimum annual rentals, with... -
Page 101
...product lines. Furniture includes both indoor and outdoor furniture. Non-furniture includes lighting, textiles, accessories and home décor. Net revenues in each categorc were as follows ( in thousands ): Year Ended February 1, 2014 February 2, 2013 January 28, 2012 Furniture Non-furniture Total... -
Page 102
... financial data for fiscal 2013 and fiscal 2012 are set forth below ( in thousands, except share and per share amounts ): May 4, 2013 Fisgal 2013 Tugust 3, 2013 Three Months Ended November 2, 2013 February 1, 2014 Net revenues Gross profit Net income (loss) Weighted-average shares used... -
Page 103
... Co-Chief Executive Officer of the Companc, pursuant to its repurchase rights under the 2012 Equitc Replacement Plan. The shares were repurchased at a purchase price of $65.06 per share, the closing sale price of the Companc's common stock on the New York Stock Exchange on the repurchase date, and... -
Page 104
... cear ended Februarc 1, 2014). We conducted our audits in accordance with the standards of the Public Companc Accounting Oversight Board (United States). Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of... -
Page 105
... of the end of the period covered bc this annual report. Based on that evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that as of Februarc 1, 2014 our disclosure controls and procedures were effective to provide reasonable assurance that information required to be... -
Page 106
... Offigers and Corporate Governange The information required bc this item will be contained in our definitive Proxc Statement for the Annual Meeting of ...12. Segurity Ownership of Certain Benefigial Owners and Management and Related Stogsholder Matters The information required bc this item will be ... -
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... The following financial statements are included in Part II, Item 8 of this Annual Report on Form 10-K: Consolidated Balance Sheets as of Februarc 1, 2014 and Februarc 2, 2013 Consolidated Statements of Operations for the fiscal cears ended Februarc 1, 2014, Februarc 2, 2013 and Januarc... -
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...dates indicated. Signature Title Date /S / GARY FRIEDMAN Garc Friedman Chairman and Chief Executive Officer (Principal Executive Officer) Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer) Director March 28, 2014 /S / KAREN BOONE Karen Boone March 28, 2014... -
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..., Inc. and each of its directors. S-1/A 333-176767 October 23, 2012 10.4 10.2 First Amendment to Ninth Amended and Restated Credit Agreement dated as of Januarc 6, 2012, bc and among Restoration Hardware, Inc., as lead borrower, Restoration Hardware Canada, Inc., as Canadian borrower, the... -
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...Exhibit Number Filed Herewith 10.3 Second Amendment to Ninth Amended and Restated Credit Agreement, dated as of September 16, 2013 between Restoration Hardware, Inc., as Lead Borrower, the other borrowers partc thereto, the guarantors partc thereto, the lenders partc thereto and Bank of America... -
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...and among Restoration Hardware Holdings, Inc., Home Holdings, LLC, CP Home Holdings, LLC, Tower Three Home, LLC, and the other parties thereto. 10-K 001-35720 April 29, 2013 10.5 10.7 Advisorc Services Agreement dated as of October 20, 2012, between Restoration Hardware, Inc. and Garc Friedman... -
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...File Number Date of First Filing Exhibit Number Filed Herewith 10.12 Amended and Restated Offer Letter, between Restoration Hardware, Inc. and Ken Dunaj. S-1 S-8 S-8 S-8 333-176767 333-184716 333-184716 333-184716 October 23, 2012 10.3 10.13 10.14 2012 Equitc Replacement Plan and related... -
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...Form File Number Date of First Filing Exhibit Number Filed Herewith 32.1 Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxlec Act of 2002. - - - - X 32.2 Certification of Chief Financial Officer pursuant... -
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... further action by the Grantee. IN WITNESS WHEREOF, the Company and the Grantee have executed this Notice and agree that the Award is to be governed by the terms and conditions of this Notice, the Plan, and the Agreement. RESTORATION HARDWARE HOLDINGS, INC. a Delaware corporation By: Title: Date: -
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...THE AGREEMENT, NOR IN THE PLAN, SHALL CONFER UPON THE GRANTEE ANY RIGHT WITH RESPECT TO CONTINUATION OF THE GRANTEE'S CONTINUOUS SERVICE, NOR SHALL IT INTERFERE IN ANY WAY WITH THE GRANTEE'S RIGHT OR THE COMPANY'S RIGHT TO TERMINATE THE GRANTEE'S CONTINUOUS SERVICE AT ANY TIME, WITH OR WITHOUT CAUSE... -
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...Plan and the Plan prospectus (collectively, the "Plan Documents") in electronic form on the Company's intranet or the website of the Company's designated brokerage firm, if applicable, or by such other method as designated by the Company at the Company's sole discretion from time to time. By signing... -
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FORM OF TIME-VESTED RESTRICTED STOCK UNIT AGREEMENT Award Number: RESTORATION HARDWARE HOLDINGS, INC. 2012 STOCK INCENTIVE PLAN RESTRICTED STOCK UNIT AGREEMENT 1. Issuance of Units . Restoration Hardware Holdings, Inc., a Delaware corporation (the "Company"), hereby issues to the Grantee (the "... -
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... arises (e.g., a vesting date) or as soon thereafter as practicable. The Grantee will be responsible for all broker's fees and other costs of sale, and the Grantee agrees to indemnify and hold the Company harmless from any losses, costs, damages, or expenses relating to any such sale. To the extent... -
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... service or upon deposit in the United States mail by certified mail (if the parties are within the United States), with postage and fees prepaid, addressed to the other party at its address as shown in these instruments, or to such other address as such party may designate in writing from time... -
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... personal information about the Grantee, including, but not limited to, the Grantee's name, home address and telephone number, date of birth, social insurance or other identification number, salary, nationality, job title, any Shares or directorships held in the Company, details of all Units or... -
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...Inc. Restoration Hardware Canada, Inc. Restoration Hardware International Limited Restoration Hardware (Shanghai) Consulting Limited RHG Management, LLC The Michaels Furniture Company, Inc. Delaware Delaware Delaware British Columbia, Canada Hong Kong People's Republic of China Maryland California -
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...S-8 (No. 333-191194) of Restoration Hardware Holdings, Inc. of our report dated March 28, 2014 relating to the financial statements and the effectiveness of internal control over financial reporting, which appears in this norm 10-K. /s/ PricewaterhouseCoopers LLP San nrancisco, California March 28... -
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... SARBANES-OXLEY ACT OF 2002 I, Gary FrGedman, certGfy that: 1. 2. I have revGewed thGs Annual Report on Form 10-K of RestoratGon Hardware HoldGngs, Inc.h Based on my knowledge, thGs report does not contaGn any untrue statement of a materGal fact or omGt to state a materGal fact necessary to make... -
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..., summarize and report financial information; and b. Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting. Date: March 28, 2014 /s/ Karen Boone Karen Boone Chief Financial Officer -
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... Hardware HoldGngs, Inch (the "Company"), do hereby certGfy, pursuant to 18 UhShCh SectGon 1350, as adopted pursuant to SectGon 906 of the Sarbanes-Oxley Act of 2002, that to the best of my knowledge: • • the Annual Report of the Company on Form 10-K for the fGscal year ended February 1, 2014... -
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..., in all material respects, the financial condition and results of operations of the Company for the periods presented therein. Date: March 28, 2014 By: /s/ Karen Boone Name: Karen Boone Title: Chief Financial Officer This certification accompanies this Annual Report on Form 10-K pursuant to... -
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