UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
(MARK ONE)
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
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For the quarterly period ended October 30, 2004 |
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
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For the transition period from to |
RESTORATION HARDWARE, INC.
(Exact name of registrant as specified in its charter)
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DELAWARE |
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68-0140361 |
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(State or other jurisdiction of |
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(IRS Employer |
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15 KOCH ROAD, SUITE J, CORTE MADERA, CA 94925 |
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(Address of principal executive offices) (Zip Code) |
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(415) 924-1005
(Registrant’s telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirement for the past 90 days.
Yes ý No o
Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act).
Yes ý No o
As of November 29, 2004, 33,047,409 shares of the registrant’s common stock, $0.0001 par value per share, were outstanding.
FORM 10-Q
FOR THE QUARTER ENDED October 30, 2004
TABLE OF CONTENTS
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Management’s Discussion and Analysis of Financial Condition and Results of Operations |
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2
RESTORATION HARDWARE, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(Dollars in thousands, except share data)
(Unaudited)
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October 30, |
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January 31, |
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November 1, |
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ASSETS |
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Current assets: |
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Cash and cash equivalents |
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$ |
1,692 |
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$ |
2,003 |
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$ |
3,237 |
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Accounts receivable |
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6,305 |
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5,745 |
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5,911 |
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Merchandise inventories |
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157,457 |
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102,926 |
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122,810 |
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Prepaid expense and other current assets |
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21,016 |
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16,968 |
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16,330 |
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Total current assets |
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186,470 |
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127,642 |
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148,288 |
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Property and equipment, net |
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82,701 |
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83,518 |
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84,170 |
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Goodwill |
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4,560 |
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4,560 |
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4,560 |
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Deferred tax asset |
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15,194 |
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15,138 |
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15,450 |
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Other assets |
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7,947 |
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1,422 |
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8,901 |
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Total assets |
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$ |
296,872 |
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$ |
232,280 |
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$ |
261,369 |
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LIABILITIES, REDEEMABLE CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS’ EQUITY |
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Current liabilities: |
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Accounts payable and accrued expenses |
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$ |
65,949 |
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$ |
45,292 |
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$ |
46,909 |
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Line of credit, net of debt issuance costs (as restated for November 1, 2003, see Note 2) |
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64,206 |
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10,286 |
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45,891 |
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Deferred revenue and customer deposits |
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7,446 |
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7,231 |
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7,864 |
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Other current liabilities |
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12,247 |
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11,438 |
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9,744 |
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Total current liabilities |
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149,848 |
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74,247 |
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110,408 |
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Deferred lease incentives |
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30,513 |
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33,999 |
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35,677 |
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Deferred rent |
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15,053 |
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14,455 |
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14,554 |
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Other long-term obligations |
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196 |
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352 |
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155 |
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Total liabilities |
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195,610 |
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123,053 |
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160,794 |
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Series A redeemable convertible preferred stock, $.0001 par value, 28,037 shares designated, 8,473, 8,683 and 8,683 shares issued and outstanding at October 30, 2004, January 31, 2004 and November 1, 2003, respectively, aggregate liquidation preference and redemption value of $10,429 at October 30, 2004 |
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8,331 |
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8,541 |
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8,541 |
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Stockholders’ equity: |
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Common stock, $.0001 par value; 60,000,000 shares authorized; 33,025,509, 32,768,065 and 32,718,511 issued and outstanding at October 30, 2004, January 31, 2004 and November 1, 2003, respectively |
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3 |
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3 |
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3 |
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Additional paid-in capital |
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158,912 |
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158,174 |
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157,663 |
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Unearned compensation |
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(22 |
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(234 |
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(284 |
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Accumulated other comprehensive income |
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1,441 |
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1,040 |
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841 |
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Accumulated deficit |
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(67,403 |
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(58,297 |
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(66,189 |
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Total stockholders’ equity |
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92,931 |
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100,686 |
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92,034 |
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Total liabilities, redeemable convertible preferred stock and stockholders’ equity |
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$ |
296,872 |
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$ |
232,280 |
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$ |
261,369 |
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See Notes to Condensed Consolidated Financial Statements.
3
RESTORATION HARDWARE, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Dollars in thousands, except per share amounts)
(Unaudited)
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Third Quarter |
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First Nine Months |
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Fiscal 2004 |
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Fiscal 2003 |
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Fiscal 2004 |
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Fiscal 2003 |
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Net revenue |
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$ |
118,165 |
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$ |
95,814 |
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$ |
337,965 |
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$ |
273,553 |
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Cost of revenue and occupancy |
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80,196 |
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67,027 |
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240,269 |
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