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Document and Entity Information - shares	6 Months Ended
Document and Entity Information - shares	Jun. 30, 2020	Aug. 03, 2020
Document And Entity Information
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Jun. 30, 2020
Document Transition Report	false
Entity File Number	001-35629
Entity Registrant Name	TILE SHOP HOLDINGS, INC.
Entity Incorporation State Country Code	DE
Entity Tax Identification Number	45-5538095
Entity Address, Address Line 1	14000 Carlson Parkway
Entity Address City Or Town	Plymouth
Entity Address State Or Province	MN
Entity Address Postal Zip Code	55441
City Area Code	763
Local Phone Number	852-2950
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding (in shares)		51,673,420
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2020
Amendment Flag	false
Document Fiscal Period Focus	Q2
Entity Central Index Key	0001552800

Consolidated Balance Sheets - USD ($) $ in Thousands	Jun. 30, 2020	Dec. 31, 2019
Current assets:
Cash and cash equivalents	$ 7,936	$ 9,104
Restricted cash	815	815
Receivables, net	3,225	3,370
Inventories	79,053	97,620
Income tax receivable	9,641	3,090
Other current assets, net	21,940	8,180
Total Current Assets	122,610	122,179
Property, plant and equipment, net	113,209	130,461
Right of use asset	130,397	137,737
Deferred tax assets	4,139	7,196
Other assets	1,728	2,241
Total Assets	372,083	399,814
Current liabilities:
Accounts payable	13,239	18,181
Income tax payable	193	87
Current portion of lease liability	32,270	26,993
Other accrued liabilities	42,720	24,589
Total Current Liabilities	88,422	69,850
Long-term debt	22,000	63,000
Long-term lease liability, net	122,682	131,451
Financing lease obligation, net	184	274
Other long-term liabilities	4,157	4,340
Total Liabilities	237,445	268,915
Stockholders’ Equity:
Common stock, par value $0.0001; authorized: 100,000,000 shares; issued and outstanding: 51,370,167 and 50,806,674 shares, respectively	5	5
Preferred stock, par value $0.0001; authorized: 10,000,000 shares; issued and outstanding: 0 shares
Additional paid-in-capital	157,493	156,482
Accumulated deficit	(22,776)	(25,518)
Accumulated other comprehensive loss	(84)	(70)
Total Stockholders' Equity	134,638	130,899
Total Liabilities and Stockholders' Equity	$ 372,083	$ 399,814

Consolidated Balance Sheets (Parenthetical) - $ / shares	Jun. 30, 2020	Dec. 31, 2019
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	51,370,167	50,806,674
Common stock, shares outstanding	51,370,167	50,806,674
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 Operations - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
Consolidated Statements of Operations [Abstract]
Net sales	$ 67,730	$ 88,903	$ 162,009	$ 175,811
Cost of sales	22,316	27,543	51,640	52,609
Gross profit	45,414	61,360	110,369	123,202
Selling, general and administrative expenses	47,208	60,562	109,569	119,510
(Loss) income from operations	(1,794)	798	800	3,692
Interest expense	(559)	(943)	(1,407)	(1,921)
Other income		2		17
(Loss) income before income taxes	(2,353)	(143)	(607)	1,788
Benefit (provision) for income taxes	1,593	(11)	3,349	(622)
Net (loss) income	$ (760)	$ (154)	$ 2,742	$ 1,166
(Loss) income per common share:
Basic	$ (0.02)	$ 0.00	$ 0.05	$ 0.02
Diluted	$ (0.02)	$ 0.00	$ 0.05	$ 0.02
Weighted average shares outstanding:
Basic	49,926,267	50,999,341	49,884,169	51,476,442
Diluted	49,926,267	50,999,341	50,052,990	51,573,410

Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
Consolidated Statements of Comprehensive Income (Loss) [Abstract]
Net (loss) income	$ (760)	$ (154)	$ 2,742	$ 1,166
Currency translation adjustment	2	(25)	(14)	2
Other comprehensive (loss) income	2	(25)	(14)	2
Comprehensive (loss) income	$ (758)	$ (179)	$ 2,728	$ 1,168

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References + Details

Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands	Adoption of Lease Standard [Member] Retained Earnings (Deficit) [Member]	Adoption of Lease Standard [Member]	Adjusted Balance [Member] Common Stock [Member]	Adjusted Balance [Member] Additional Paid-in Capital [Member]	Adjusted Balance [Member] Retained Earnings (Deficit) [Member]	Adjusted Balance [Member] Accumulated Other Comprehensive Income (Loss) [Member]	Adjusted Balance [Member]	Common Stock [Member]	Additional Paid-in Capital [Member]	Retained Earnings (Deficit) [Member]	Accumulated Other Comprehensive Income (Loss) [Member]	Total
Beginning balance at Dec. 31, 2018	$ 4,802	$ 4,802	$ 5	$ 172,255	$ (21,055)	$ (56)	$ 151,149	$ 5	$ 172,255	$ (25,857)	$ (56)	$ 146,347
Beginning balance (in shares) at Dec. 31, 2018			52,707,879					52,707,879
Issuance of restricted shares (in shares)								357,448
Cancellation of restricted shares (in shares)								(142,815)
Repurchase of common stock									(10,455)			(10,455)
Repurchase of common stock (in shares)								(2,307,023)
Stock based compensation									1,509			1,509
Tax withholdings related to net share settlements of stock based compensation awards									(136)			(136)
Dividends paid									(5,212)			(5,212)
Foreign currency translation adjustments											2	2
Net (loss) income										1,166		1,166
Balance at Jun. 30, 2019								$ 5	157,961	(19,889)	(54)	138,023
Balance (in shares) at Jun. 30, 2019								50,615,489
Beginning balance at Mar. 31, 2019	$ (1,738)	$ (1,738)	$ 5	$ 170,306	$ (19,735)	$ (29)	$ 150,547	$ 5	170,306	(17,997)	(29)	152,285
Beginning balance (in shares) at Mar. 31, 2019			52,901,733					52,901,733
Issuance of restricted shares (in shares)								76,275
Cancellation of restricted shares (in shares)								(55,496)
Repurchase of common stock									(10,455)			(10,455)
Repurchase of common stock (in shares)								(2,307,023)
Stock based compensation									770			770
Tax withholdings related to net share settlements of stock based compensation awards									(54)			(54)
Dividends paid									(2,606)			(2,606)
Foreign currency translation adjustments											(25)	(25)
Net (loss) income										(154)		(154)
Balance at Jun. 30, 2019								$ 5	157,961	(19,889)	(54)	138,023
Balance (in shares) at Jun. 30, 2019								50,615,489
Beginning balance at Dec. 31, 2019								$ 5	156,482	(25,518)	(70)	$ 130,899
Beginning balance (in shares) at Dec. 31, 2019								50,806,674				50,806,674
Issuance of restricted shares (in shares)								698,103
Cancellation of restricted shares (in shares)								(134,610)
Stock based compensation									1,104			$ 1,104
Tax withholdings related to net share settlements of stock based compensation awards									(93)			(93)
Foreign currency translation adjustments											(14)	(14)
Net (loss) income										2,742		2,742
Balance at Jun. 30, 2020								$ 5	157,493	(22,776)	(84)	$ 134,638
Balance (in shares) at Jun. 30, 2020								51,370,167				51,370,167
Beginning balance at Mar. 31, 2020								$ 5	156,969	(22,016)	(86)	$ 134,872
Beginning balance (in shares) at Mar. 31, 2020								51,396,986
Issuance of restricted shares (in shares)								28,494
Cancellation of restricted shares (in shares)								(55,313)
Stock based compensation									538			538
Tax withholdings related to net share settlements of stock based compensation awards									(14)			(14)
Foreign currency translation adjustments											2	2
Net (loss) income										(760)		(760)
Balance at Jun. 30, 2020								$ 5	$ 157,493	$ (22,776)	$ (84)	$ 134,638
Balance (in shares) at Jun. 30, 2020								51,370,167				51,370,167

Consolidated Statements of Stockholders' Equity (Parenthetical) - $ / shares	3 Months Ended	6 Months Ended
	Jun. 30, 2019	Jun. 30, 2019
Consolidated Statements of Stockholders' Equity [Abstract]
Dividends declared per share	$ 0.05	$ 0.10

Consolidated Statements of Cash Flows - USD ($)	6 Months Ended
Consolidated Statements of Cash Flows - USD ($)	Jun. 30, 2020	Jun. 30, 2019
Cash Flows From Operating Activities
Net income	$ 2,742,000	$ 1,166,000
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation & amortization	16,082,000	16,200,000
Amortization of debt issuance costs	298,000	298,000
Loss on disposals of property, plant and equipment		85,000
Impairment charges	2,155,000	0
Change in leases	3,276,000
Stock based compensation	1,104,000	1,509,000
Deferred income taxes	3,058,000	285,000
Changes in operating assets and liabilities:
Receivables	145,000	(1,878,000)
Inventories	18,567,000	3,438,000
Prepaid expenses and other assets	908,000	(290,000)
Accounts payable	(4,939,000)	496,000
Income tax receivable / payable	(6,445,000)	(136,000)
Accrued expenses and other liabilities	4,037,000	786,000
Net cash provided by operating activities	40,988,000	21,959,000
Cash Flows From Investing Activities
Purchases of property, plant and equipment	(929,000)	(17,823,000)
Proceeds from insurance		610,000
Net cash used in investing activities	(929,000)	(17,213,000)
Cash Flows From Financing Activities
Payments of long-term debt and financing lease obligations	(97,223,000)	(33,102,000)
Advances on line of credit	56,099,000	43,000,000
Dividends paid		(5,212,000)
Repurchases of common stock		(10,455,000)
Employee taxes paid for shares withheld	(93,000)	(136,000)
Net cash used in financing activities	(41,217,000)	(5,905,000)
Effect of exchange rate changes on cash	(10,000)	5,000
Net change in cash, cash equivalents and restricted cash	(1,168,000)	(1,154,000)
Cash, cash equivalents and restricted cash beginning of period	9,919,000	6,382,000
Cash, cash equivalents and restricted cash end of period	8,751,000	5,228,000
Cash, cash equivalents and restricted cash end of period	8,751,000	5,228,000
Supplemental disclosure of cash flow information
Purchases of property, plant and equipment included in accounts payable and accrued expenses	103,000	1,225,000
Cash paid for interest	1,445,000	1,828,000
Cash paid for income taxes, net	$ 22,000	$ 471,000

Background	6 Months Ended
Background	Jun. 30, 2020
Background [Abstract]
Background	Note 1: Background Tile Shop Holdings, Inc. (“Holdings,” and together with its wholly owned subsidiaries, the “Company” or “we”) 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 June 30, 2020, the Company had 142 stores in 31 states and the District of Columbia, with an average size of approximately 20,000 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 six months ended June 30, 2020 are not necessarily indicative of the results that may be expected for the fiscal year ending December 31, 2020. 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, 2019. 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. Accounting Pronouncements Not Yet Adopted In June 2016, the Financial Accounting Standards Board (“FASB”) issued a final standard on accounting for credit losses. The new standard was initially effective for the Company in 2020, and requires a change in credit loss calculations using the expected loss method. In November 2019, the FASB issued Accounting Standards Update 2019-10, “Financial Instruments – Credit Losses (Topic 326), Derivatives and Hedging (Topic 815), and Leases (Topic 842): Effective Dates,” which, among other things, defers the effective date of Accounting Standards Update 2016-13, the standard on accounting for credit losses, for public filers that are considered smaller reporting companies as defined by the Securities and Exchange Commission to fiscal years beginning after December 15, 2022, including interim periods within those years. Early adoption is permitted. The Company is evaluating the effect of this standard on its consolidated financial statements and related disclosures. In March 2020, the FASB issued guidance providing optional expedients and exceptions to account for the effects of reference rate reform to contracts, hedging relationships, and other transactions that reference LIBOR or another reference rate expected to be discontinued. The optional guidance is effective as of beginning of the reporting period when the election is made through December 31, 2022. The Company is currently evaluating the impact this guidance will have on its consolidated financial statements

Impact of the COVID-19 Pandemic

6 Months Ended

Jun. 30, 2020

Impact of the COVID-19 Pandemic [Abstract]

Impact of the COVID-19 Pandemic

Note 2: Impact of the COVID-19 Pandemic

The COVID-19 pandemic has impacted, and is likely to continue impacting, the Company’s operations. As previously announced, the Company’s sales and traffic decreased by approximately 50% during the weeks immediately following the end of the first quarter of 2020 when compared to the same period in 2019. As shelter in place orders started to ease throughout the quarter, the Company’s traffic and sales started to recover. The proliferation of COVID-19 across the world has also resulted in supply chain disruptions, as a number of the Company’s suppliers have been adversely impacted by restrictions placed on their operations.

Following the onset of COVID-19, the Company took immediate steps to curtail operating expenses. These activities included workforce reductions, the suspension of incentive compensation programs, salaried employee wage reductions, and adjustments to the number of replenishment trucks sent from the Company’s distribution centers to its stores. These cost savings measures, combined with a lower level of variable selling expenses, resulted in a $13.4 million reduction in selling, general and administrative expenses during the second quarter of 2020 when compared to the second quarter of 2019.

Additionally, the Company took actions to conserve cash by limiting inventory purchases, cutting anticipated spending on capital projects, and negotiating rent deferrals with the Company’s landlords. These actions contributed to the cash generating activities that enabled the Company to reduce its debt balance by $15.5 million during the second quarter of 2020.

While the Company is cautiously optimistic that it will continue to benefit from improved traffic and sales trends, the recent escalation of COVID-19 cases across many of the markets the Company serves could have a negative impact on the Company. Specifically, the Company could be adversely impacted by limitations on the Company’s employees to perform their work due to illness caused by the pandemic or local, state, or federal orders requiring the Company’s stores to close or employees to remain at home; limitation of carriers to deliver the Company’s product to customers; limitations on the ability of the Company’s customers to conduct their business and purchase the Company’s products and services; and limitations on the ability of the Company’s customers to pay the Company in a timely manner. These events could have a material, adverse effect on the Company’s results of operations, cash flows and liquidity. In addition, even after the COVID-19 pandemic has subsided, the Company may continue to experience adverse impacts to its business as a result of the economic impact of the pandemic, including any recession that has occurred or may occur in the future.

The Company’s Credit Agreement with Bank of America, N.A., Fifth Third Bank, and Citizen’s Bank (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 outstanding consisted of $22.0 million on the revolving line of credit as of June 30, 2020. The Credit Agreement includes financial and other covenants, including covenants to maintain certain fixed charge ratios and consolidated total rent adjusted leverage ratios. The Company was in compliance with its covenants as of June 30, 2020.

Prior to the outbreak of the COVID-19 pandemic in the United States, the Company believed that it had the ability to comply with the financial covenants under the Credit Agreement over the next twelve months; however, given the uncertainty surrounding the COVID-19 pandemic, there can be no assurances as to the Company’s ability to do so. If the escalation of COVID-19 cases results in a decline in sales and traffic similar to what the Company experienced during the initial weeks of the second quarter of 2020, it is likely that the Company will be unable to comply with certain covenants (such as the leverage ratio) in its Credit Agreement. Under the terms of the Credit Agreement, the lenders could call the debt in advance of its maturity in the event of default. If an event of default were to occur, the Company anticipates it would enter into discussions with the lenders to waive the event of default. Failure to obtain such a waiver or refinance the debt if such an event were to occur would have a material adverse effect on the Company’s liquidity, financial condition and results of operations.

Revenues

6 Months Ended

Jun. 30, 2020

Revenues [Abstract]

Revenues

Note 3: Revenues

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 six months ended
	June 30,				June 30,
	2020		2019		2020		2019
Man-made tiles	47	%	47	%	46	%	47	%
Natural stone tiles	28		29		29		29
Setting and maintenance materials	14		13		14		13
Accessories	9		10		9		10
Delivery service	2		1		2		1
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. 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 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. Customer deposits are presented as an other accrued liability in the Consolidated Balance Sheet. The customer deposit balance was $9.7 million and $7.7 million as of June 30, 2020 and December 31, 2019, respectively. Revenues recognized during the six-month period ended June 30, 2020 that were included in the customer deposit balance as of the beginning of the period were $7.5 million.

The Company extends financing to qualified professional customers who apply for credit. Customers who qualify for an account receive 30-day payment terms. The accounts receivable balance was $3.2 million and $3.4 million at June 30, 2020 and December 31, 2019, respectively. 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. The Company presents the sales returns reserve as an other current (accrued) 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 June 30, 2020 and December 31, 2019 are as follows:


	(in thousands)
	June 30,		December 31,
	2020		2019
Other current (accrued) liabilities	$	4,989	$	5,434
Other current assets		1,471		1,659
Sales returns reserve, net	$	3,518	$	3,775

Inventories

6 Months Ended

Jun. 30, 2020

Inventories [Abstract]

Inventories

Note 4: Inventories

Inventories are stated at the lower of cost (determined using the moving average cost method) or net realizable value. Inventories consist primarily of merchandise held for sale. Inventories were comprised of the following as of June 30, 2020 and December 31, 2019:



	(in thousands)
	June 30,		December 31,
	2020		2019
Finished goods	$	77,170	$	95,435
Raw materials		1,883		2,185
Total	$	79,053	$	97,620

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 $0.7 million and $0.2 million as of June 30, 2020 and December 31, 2019, respectively.

Income Taxes

6 Months Ended

Jun. 30, 2020

Income Taxes [Abstract]

Income Taxes

Note 5: Income Taxes

The Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”), enacted on March 27, 2020, includes significant income and payroll tax provisions. Additionally, the CARES Act modified the rules associated with net operating losses (“NOLs”) and made technical corrections to tax depreciation methods for qualified improvement property. Under the temporary provisions of CARES Act, NOL carryforwards and carrybacks may offset 100% of taxable income for taxable years beginning before 2021. In addition, NOLs arising in 2018, 2019 and 2020 taxable years may be carried back to each of the preceding five years to generate a refund.

The Company's effective tax rate for the three months ended June 30, 2020 and 2019 was 67.7% and (7.7)%, respectively. The Company's effective tax rate for the six months ended June 30, 2020 and 2019 was 551.7% and 34.8%, respectively. The difference

between the Company’s effective rate of 551.7% and the expected federal statutory rate of 21.0% for the six months ended June 30, 2020 is primarily due to refinement of estimates associated with the CARES Act which gives the Company the ability to carry back federal NOLs to years with a federal statutory tax rate of 35%. For the three months ended June 30, 2020 and 2019, the Company recorded a (benefit) provision for income taxes of $(1.6) million and $0.0 million, respectively. For the six months ended June 30, 2020 and 2019, the Company recorded a (benefit) provision for income taxes of $(3.3) million and $0.6 million, respectively. The decrease in the provision for income taxes is due to lower pretax earnings and the benefit generated from the NOL carryback tax rate differential.

The Company records interest and penalties relating to uncertain tax positions in income tax expense when applicable. As of June 30, 2020 and 2019, the Company has not recognized any liabilities for uncertain tax positions, nor have interest and penalties related to uncertain tax positions been accrued.

Earnings (Loss) Per Share

6 Months Ended

Jun. 30, 2020

Earnings (Loss) Per Share [Abstract]

Earnings (Loss) Per Share

Note 6: Earnings (Loss) Per Share

Basic earnings (loss) per share is calculated by dividing net income (loss) by the weighted-average number of common shares outstanding during the period. Diluted earnings (loss) per share is calculated by dividing net income (loss) by the weighted-average number of common shares outstanding, after taking into consideration all dilutive potential shares outstanding during the period.

Basic and diluted earnings (loss) per share were calculated as follows:



	(all amounts in thousands except share and per share data)
		For the three months ended				For the six months ended
		June 30,				June 30,
		2020		2019		2020		2019
Net (loss) income		$	(760)	$	(154)	$	2,742	$	1,166
Weighted average shares outstanding - basic			49,926,267		50,999,341		49,884,169		51,476,442
Effect of dilutive securities attributable to stock based awards			-		-		168,821		96,968
Weighted average shares outstanding - diluted			49,926,267		50,999,341		50,052,990		51,573,410
(Loss) income per common share:
Basic		$	(0.02)	$	(0.00)	$	0.05	$	0.02
Diluted		$	(0.02)	$	(0.00)	$	0.05	$	0.02
Anti-dilutive securities excluded from earnings per share calculation			2,585,401		2,835,890		1,903,737		2,047,585

Other Accrued Liabilities

6 Months Ended

Jun. 30, 2020

Other Accrued Liabilities [Abstract]

Other Accrued Liabilities

Note 7: Other Accrued Liabilities

Other accrued liabilities consisted of the following:



	(in thousands)
	June 30,		December 31,
	2020		2019
Legal settlement accrual	$	14,500	$	-
Customer deposits		9,715		7,727
Sales returns reserve		4,989		5,434
Accrued wages and salaries		4,083		4,064
Payroll and sales taxes		4,085		2,764
Other current liabilities		5,348		4,600
Total other accrued liabilities	$	42,720	$	24,589

Long-term Debt

6 Months Ended

Jun. 30, 2020

Long-term Debt [Abstract]

Long-term Debt

Note 8: Long-term Debt

On September 18, 2018, Holdings and its operating subsidiary, The Tile Shop, LLC, entered into the Credit Agreement with Bank of America, N.A., Fifth Third Bank and Citizens Bank. 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 LIBOR or base rate. The LIBOR-based rate ranges from LIBOR plus 1.50% to 2.25% depending on the Company’s rent adjusted leverage ratio. The base rate is equal to the greatest of (a) the Federal funds rate plus 0.50%, (b) the Bank of America “prime rate,” and (c) the Eurodollar rate plus 1.00%, in each case plus 0.50% to 1.25% depending on the Company’s rent adjusted leverage ratio. At June 30, 2020 the base interest rate was 4.25% and the LIBOR-based interest rate was 2.16%. Borrowings outstanding consisted of $22.0 million on the revolving line of credit as of June 30, 2020. In addition, the Company has standby letters of credit outstanding related to its workers compensation and medical insurance policies. Standby letters of credit totaled $1.3 million on both June 30, 2020 and December 31, 2019. There was $76.7 million available for borrowing on the revolving line of credit as of June 30, 2020, which may be used to support the Company’s growth and for working capital purposes.

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 June 30, 2020.

Leases

6 Months Ended

Jun. 30, 2020

Leases [Abstract]

Leases

Note 9: Leases

The Company leases its retail stores, certain distribution space, and office space. Leases generally have a term of ten to fifteen years, and contain renewal options. Assets acquired under operating leases are included in the Company’s right of use assets in the accompanying Consolidated Balance Sheet. The Company’s lease agreements do not contain significant residual value guarantees, restrictions or covenants. The depreciable life of assets and leasehold improvements is limited by the expected lease term.

In accordance with the FASB’s recent Staff Q&A regarding rent concessions related to the effects of the COVID-19 pandemic, the Company has elected to account for the concessions verbally agreed to by landlords that do not result in a substantial increase in the rights of the lessor or the obligations of the lessee as though enforceable rights and obligations for those concessions existed in the original lease agreements and the Company has elected to not re-measure the related lease liabilities and right-of-use assets. For qualifying rent abatement concessions, the Company has recorded negative lease expense for the amount of the concession during the period of relief. During the three months ended June 30, 2020, the Company recognized less than $0.1 million of negative lease expense related to rent abatement concessions. For qualifying deferrals of rental payments, the Company has recognized a non-interest bearing payable classified as a Current portion of lease liability in the Consolidated Balance Sheet in lieu of recognizing a decrease in cash for the lease payment that would have been made based on the original terms of the lease agreement. The deferred rent payment balance will be reduced in future periods as amounts due are repaid. Rental payments deferred during the three-month period ending June 30, 2020 totaled $4.9 million. The majority of the repayments are expected to occur between the third quarter of 2020 and the third quarter of 2021.


Leases (in thousands)	Classification		June 30, 2020		December 31, 2019
Assets
Operating lease assets	Right of use asset	$	130,397	$	137,737
Financing lease assets	Property, plant and equipment, net of accumulated depreciation		89		113
Total leased assets		$	130,486	$	137,850

Liabilities
Current
Operating	Current portion of lease liability	$	32,270	$	26,993
Financing	Other accrued liabilities		174		162
Noncurrent
Operating	Long-term lease liability, net		122,682		131,451
Financing	Financing lease obligation, net		184		274
Total lease liabilities		$	155,310	$	158,880

		Three Months Ended
Lease cost (in thousands)	Classification		June 30, 2020		June 30, 2019
Operating lease cost	SG&A expenses	$	8,236	$	7,998
Financing lease cost
Amortization of leased assets	Depreciation and amortization		12		12
Interest on lease liabilities	Interest expense		14		19
Variable lease cost⁽¹⁾	SG&A expenses		3,507		3,333
Short term lease cost	SG&A expenses		153		218
Net lease cost		$	11,922	$	11,580


		Six Months Ended
Lease cost (in thousands)	Classification		June 30, 2020		June 30, 2019
Operating lease cost	SG&A expenses	$	16,457	$	16,010
Financing lease cost
Amortization of leased assets	Depreciation and amortization		24		24
Interest on lease liabilities	Interest expense		30		40
Variable lease cost⁽¹⁾	SG&A expenses		6,905		6,558
Short term lease cost	SG&A expenses		401		482
Net lease cost		$	23,817	$	23,114

(1)Variable lease costs consist primarily of taxes, insurance, and common area or other maintenance costs for the Company’s leased facilities.



	Six Months Ended
Other Information (in thousands)		June 30, 2020		June 30, 2019
Cash paid for amounts included in the measurement of lease liabilities
Operating cash flows from operating leases	$	13,205	$	17,311
Operating cash flows from financing leases	$	44	$	35
Financing cash flows from financing leases	$	122	$	(102)

Commitments and Contingencies

6 Months Ended

Jun. 30, 2020

Commitments and Contingencies [Abstract]

Commitments and Contingencies

Note 10: Commitments and Contingencies

The Company is, from time to time, party to lawsuits, threatened lawsuits, disputes and other claims arising in the normal course of business. The Company assesses its liabilities and contingencies in connection with outstanding legal proceedings utilizing the latest information available. Where it is probable that the Company will incur a loss and the amount of the loss can be reasonably estimated, the Company records a liability in its consolidated financial statements. These legal accruals may be increased or decreased to reflect any relevant developments on a quarterly basis. Where a loss is not probable or the amount of the loss is not estimable, the Company does not record an accrual, consistent with applicable accounting guidance. Based on information currently available to the Company, advice of counsel, and available insurance coverage, the Company believes that its established accruals are adequate and the liabilities arising from the legal proceedings will not have a material adverse effect on its consolidated financial condition. However, in light of the inherent uncertainty in legal proceedings, there can be no assurance that the ultimate resolution of a matter will not exceed established accruals. As a result, the outcome of a particular matter or a combination of matters may be material to the Company’s results of operations for a particular period, depending upon the size of the loss or the Company’s income for that particular period.

As previously disclosed, the Company is a nominal defendant and certain current and former directors are individual defendants in litigation brought by K-Bar Holdings LLC and Wynnefield Capital, Inc. (“Plaintiffs”), in the Delaware Court of Chancery (the “Action”), in November 2019. Plaintiffs pleaded the Action as a derivative claim on behalf of the Company and also on behalf of a putative class of certain holders of the Company’s common stock as of October 18, 2019 (the “Putative Class”). Plaintiffs alleged breaches of fiduciary duty in connection with, among other things, the Company’s decision to delist from Nasdaq and deregister its common stock under the Securities Exchange Act of 1934, as amended. As previously disclosed, on June 30, 2020, the Company, the individual defendants, and Plaintiffs reached an agreement to settle all claims in the Action (the “Settlement Agreement”), which will be documented in a Stipulation of Settlement. Among other terms, the Settlement Agreement provides for a settlement fund of $12.0 million, which will be funded by the Company’s insurers, and which will be distributed to members of the Putative Class pursuant to an allocation and claims distribution process to be proposed by the Plaintiffs and approved by the Court. The Company also expects the Plaintiffs’ counsel to apply to the Court for a $2.5 million to $3.0 million award of attorney’s fees in connection with the settlement of the derivative claims. The Company’s insurers have agreed to cover this anticipated fee award to the Plaintiffs’ attorneys. The Company recorded a $14.5 million other current liability and a $14.5 million other current asset in the Consolidated Balance Sheet as of June 30, 2020 to reflect the Company’s obligation to the Putative Class, the low end of the potential range of the

attorney fee award and the corresponding receivable from the insurance companies. The Settlement Agreement is subject to both preliminary and final approval by the Court. If approved, the Settlement Agreement will resolve the Action. Additional information regarding the Settlement Agreement also will be disclosed in upcoming public filings in the Court of Chancery, including a disclosure statement approved by the Court.

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.

Fair Value of Financial Instruments

6 Months Ended

Jun. 30, 2020

Fair Value of Financial Instruments [Abstract]

Fair Value of Financial Instruments

Note 11: 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 or liabilities 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 June 30, 2020 and December 31, 2019 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	June 30, 2020		December 31, 2019
Assets	(in thousands)
Cash and cash equivalents	Level 1	$	7,936	$	9,104
Restricted cash	Level 1		815		815

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 and right of use assets are measured at fair value when an impairment is recognized and the related assets are written down to fair value. During the six months ended June 30, 2020, the Company recognized a $2.2 million charge in selling, general and administrative expenses to write-down property, plant, and equipment and right of use assets to their estimated fair values. The Company measured the fair value of these assets based on projected cash flows, an estimated risk-adjusted rate of return, and market rental rates for comparable properties. Projected cash flows are considered Level 3 inputs. Market rental rates for

comparable properties are considered Level 2 inputs. No impairment charges were recorded during the three or six months ended June 30, 2019 or the three months ended June 30, 2020.

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.

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

Equity Incentive Plans

6 Months Ended

Jun. 30, 2020

Equity Incentive Plans [Abstract]

Equity Incentive Plans

Note 12: 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 six months ended June 30, 2020 and 2019 include compensation expense for the portion of outstanding awards that vested during those periods. The Company recognizes stock based compensation expenses 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 $0.1 million and $0.3 million for the three months ended June 30, 2020 and 2019, respectively. Total stock based compensation expense related to stock options was $0.2 million and $0.5 million for the six months ended June 30, 2020 and 2019, respectively. Stock based compensation expense pertaining to stock options is included in selling, general and administrative expenses in the accompanying Consolidated Statements of Operations.

As of June 30, 2020, the Company had outstanding stock options to purchase 1,153,097 shares of common stock at a weighted average exercise price of $11.09.

Restricted stock:

The Company awards restricted common shares to selected employees and to non-employee directors. Recipients are not required to provide any consideration upon vesting of the award. 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 $0.4 million and $0.5 million for the three months ended June 30, 2020 and 2019, respectively. Total stock based compensation expense related to restricted stock was $0.9 million and $1.0 million for the six months ended June 30, 2020 and 2019, respectively. Stock based compensation expense pertaining to restricted stock awards is included in selling, general and administrative expenses in the accompanying Consolidated Statements of Operations.

As of June 30, 2020, the Company had 1,436,688 outstanding restricted common shares.

New Markets Tax Credit

6 Months Ended

Jun. 30, 2020

New Markets Tax Credit [Abstract]

New Markets Tax Credit

Note 13: New Markets Tax Credit

2016 New Markets 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 $3.2 million to the Investment Fund and, by virtue of such contribution, is entitled to substantially all of the tax benefits derived from the NMTC, 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 underlying 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 $3.2 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 $1.3 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 June 30, 2020, the balance of the contribution liability was $1.6 million, of which $0.5 million was classified as other accrued liabilities on the Consolidated Balance Sheet and $1.1 million was 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. As of June 30, 2020, the balance in the Investment Fund available for reimbursement to the Company was $0.8 million.

2013 New Markets Tax Credit

In July 2013, the Company entered into a financing transaction with U.S. Bank and Chase Community Equity (“Chase”, and collectively with U.S. Bank, the “investors”) related to the $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 were 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 included a put/call provision whereby the Company may have been obligated or entitled to repurchase the investors’ interest. The value attributed to the put/call prior to the exercise of the put option was de minimis. The NMTC was subject to 100% recapture for a period of seven years as provided in the Internal Revenue Code. The Company was required to be in compliance with various regulations and contractual provisions that applied to the NMTC arrangement. Non-compliance with applicable requirements could have resulted in projected tax benefits not being realized and, therefore, could have required 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 was relieved. No credit recaptures were required in connection with this arrangement.

The Company determined that this financing arrangement contained 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 underlying economics of the project; and the fact that the Company is obligated to absorb losses of The Tile Shop Investment Fund LLC. 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 recognized the benefit of this net $4.4 million contribution over the seven-year compliance period as it

was earned through the on-going compliance with the conditions of the NMTC program. As of June 30, 2020, the balance of the contribution liability was $0.1 million, all of which was classified as other accrued liabilities on the Consolidated Balance Sheet.

In July 2020, the investors exercised the put option to purchase the investors’ interest in the Investment Fund at the end of the tax credit recapture period. This transaction did not have a significant impact on the Company’s financial position, results of operations, or cash flows.

Related Party Transactions

6 Months Ended

Jun. 30, 2020

Related Party Transactions

Note 14: Related Party Transactions

On July 9, 2018, Fumitake Nishi, a former Company employee and the brother-in-law of Robert A. Rucker, our former Interim Chief Executive Officer and President, and former member of the Company’s Board of Directors, from which he resigned on February 12, 2020, 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, 2019, the Company purchased $5.1 million of products from Nanyang. During the three and six months ended June 30, 2020, the Company purchased $0.9 million and $2.9 million of products from Nanyang, respectively. 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 Audit Committee have 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.

Revenues (Tables)

6 Months Ended

Jun. 30, 2020

Revenues [Abstract]

Schedule of Revenues Disaggregated by Product Category



	For the three months ended				For the six months ended
	June 30,				June 30,
	2020		2019		2020		2019
Man-made tiles	47	%	47	%	46	%	47	%
Natural stone tiles	28		29		29		29
Setting and maintenance materials	14		13		14		13
Accessories	9		10		9		10
Delivery service	2		1		2		1
Total	100	%	100	%	100	%	100	%

Schedule of Components of Returns Reserve


	(in thousands)
	June 30,		December 31,
	2020		2019
Other current (accrued) liabilities	$	4,989	$	5,434
Other current assets		1,471		1,659
Sales returns reserve, net	$	3,518	$	3,775

Inventories (Tables)

6 Months Ended

Jun. 30, 2020

Inventories [Abstract]

Schedule of Inventories



	(in thousands)
	June 30,		December 31,
	2020		2019
Finished goods	$	77,170	$	95,435
Raw materials		1,883		2,185
Total	$	79,053	$	97,620

Earnings (Loss) Per Share (Tables)

6 Months Ended

Jun. 30, 2020

Earnings (Loss) Per Share [Abstract]

Schedule of Earnings (Loss) Per Share



	(all amounts in thousands except share and per share data)
		For the three months ended				For the six months ended
		June 30,				June 30,
		2020		2019		2020		2019
Net (loss) income		$	(760)	$	(154)	$	2,742	$	1,166
Weighted average shares outstanding - basic			49,926,267		50,999,341		49,884,169		51,476,442
Effect of dilutive securities attributable to stock based awards			-		-		168,821		96,968
Weighted average shares outstanding - diluted			49,926,267		50,999,341		50,052,990		51,573,410
(Loss) income per common share:
Basic		$	(0.02)	$	(0.00)	$	0.05	$	0.02
Diluted		$	(0.02)	$	(0.00)	$	0.05	$	0.02
Anti-dilutive securities excluded from earnings per share calculation			2,585,401		2,835,890		1,903,737		2,047,585

Other Accrued Liabilities (Tables)

6 Months Ended

Jun. 30, 2020

Other Accrued Liabilities [Abstract]

Schedule of Other Accrued Liabilities



	(in thousands)
	June 30,		December 31,
	2020		2019
Legal settlement accrual	$	14,500	$	-
Customer deposits		9,715		7,727
Sales returns reserve		4,989		5,434
Accrued wages and salaries		4,083		4,064
Payroll and sales taxes		4,085		2,764
Other current liabilities		5,348		4,600
Total other accrued liabilities	$	42,720	$	24,589

Leases (Tables)

6 Months Ended

Jun. 30, 2020

Leases [Abstract]

Schedule of Lease Assets and Liabilities


Leases (in thousands)	Classification		June 30, 2020		December 31, 2019
Assets
Operating lease assets	Right of use asset	$	130,397	$	137,737
Financing lease assets	Property, plant and equipment, net of accumulated depreciation		89		113
Total leased assets		$	130,486	$	137,850

Liabilities
Current
Operating	Current portion of lease liability	$	32,270	$	26,993
Financing	Other accrued liabilities		174		162
Noncurrent
Operating	Long-term lease liability, net		122,682		131,451
Financing	Financing lease obligation, net		184		274
Total lease liabilities		$	155,310	$	158,880

Summary of Lease Cost

		Three Months Ended
Lease cost (in thousands)	Classification		June 30, 2020		June 30, 2019
Operating lease cost	SG&A expenses	$	8,236	$	7,998
Financing lease cost
Amortization of leased assets	Depreciation and amortization		12		12
Interest on lease liabilities	Interest expense		14		19
Variable lease cost⁽¹⁾	SG&A expenses		3,507		3,333
Short term lease cost	SG&A expenses		153		218
Net lease cost		$	11,922	$	11,580


		Six Months Ended
Lease cost (in thousands)	Classification		June 30, 2020		June 30, 2019
Operating lease cost	SG&A expenses	$	16,457	$	16,010
Financing lease cost
Amortization of leased assets	Depreciation and amortization		24		24
Interest on lease liabilities	Interest expense		30		40
Variable lease cost⁽¹⁾	SG&A expenses		6,905		6,558
Short term lease cost	SG&A expenses		401		482
Net lease cost		$	23,817	$	23,114

(1)Variable lease costs consist primarily of taxes, insurance, and common area or other maintenance costs for the Company’s leased facilities.

Summary of Other Lease Information



	Six Months Ended
Other Information (in thousands)		June 30, 2020		June 30, 2019
Cash paid for amounts included in the measurement of lease liabilities
Operating cash flows from operating leases	$	13,205	$	17,311
Operating cash flows from financing leases	$	44	$	35
Financing cash flows from financing leases	$	122	$	(102)

Fair Value of Financial Instruments (Tables)

6 Months Ended

Jun. 30, 2020

Fair Value of Financial Instruments [Abstract]

Summary of Fair Value of Financial Assets Measured on a Recurring Basis



	Pricing	Fair Value at
	Category	June 30, 2020		December 31, 2019
Assets	(in thousands)
Cash and cash equivalents	Level 1	$	7,936	$	9,104
Restricted cash	Level 1		815		815

Background (Narrative) (Details)	Jun. 30, 2020 ft² store state
Background [Abstract]
Number of stores \| store	142
Number of states in which entity operates \| state	31
Area of stores \| ft²	20,000

Impact of the COVID-19 Pandemic (Narrative) (Details) $ in Millions	3 Months Ended	6 Months Ended
	Jun. 30, 2020 USD ($)	Jun. 30, 2020 USD ($)
Percentage decrease in sales and traffic	50.00%
Reduction in selling, general and administrative expenses related to COVID response	$ 13.4
Reduction in debt related to COVID response	15.5
Credit Agreement [Member]
Credit facility, maximum borrowing capacity	100.0	$ 100.0
Credit facility, expiration date		Sep. 18, 2023
Credit facility, amount outstanding	$ 22.0	$ 22.0

- Definition

The carrying value as of the balance sheet date of the current and noncurrent portions of long-term obligations drawn from a line of credit, which is a bank's commitment to make loans up to a specific amount. Examples of items that might be included in the application of this element may consist of letters of credit, standby letters of credit, and revolving credit arrangements, under which borrowings can be made up to a maximum amount as of any point in time conditional on satisfaction of specified terms before, as of and after the date of drawdowns on the line. Includes short-term obligations that would normally be classified as current liabilities but for which (a) postbalance sheet date issuance of a long term obligation to refinance the short term obligation on a long term basis, or (b) the enterprise has entered into a financing agreement that clearly permits the enterprise to refinance the short-term obligation on a long term basis and the following conditions are met (1) the agreement does not expire within 1 year and is not cancelable by the lender except for violation of an objectively determinable provision, (2) no violation exists at the BS date, and (3) the lender has entered into the financing agreement is expected to be financially capable of honoring the agreement.

+ References + Details

Revenues (Narrative) (Details) - USD ($) $ in Thousands	6 Months Ended
Revenues (Narrative) (Details) - USD ($) $ in Thousands	Jun. 30, 2020	Dec. 31, 2019
Revenues [Abstract]
Customer deposit balance	$ 9,715	$ 7,727
Customer deposit balance, revenues recognized	7,500
Accounts receivable	$ 3,225	$ 3,370

Revenues (Schedule of Revenues Disaggregated by Product Category) (Details)	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
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%	47.00%	46.00%	47.00%
Natural Stone Tiles [Member]
Disaggregation of Revenue [Line Items]
Total revenue	28.00%	29.00%	29.00%	29.00%
Setting And Maintenance Materials [Member]
Disaggregation of Revenue [Line Items]
Total revenue	14.00%	13.00%	14.00%	13.00%
Accessories [Member]
Disaggregation of Revenue [Line Items]
Total revenue	9.00%	10.00%	9.00%	10.00%
Delivery Service [Member]
Disaggregation of Revenue [Line Items]
Total revenue	2.00%	1.00%	2.00%	1.00%

Revenues (Schedule of Components of Returns Reserve) (Details) - USD ($) $ in Thousands	Jun. 30, 2020	Dec. 31, 2019
Revenues [Abstract]
Other current (accrued) liabilities	$ 4,989	$ 5,434
Other current assets	1,471	1,659
Sales returns reserve, net	$ 3,518	$ 3,775

Inventories (Narrative) (Details) - USD ($) $ in Millions	Jun. 30, 2020	Dec. 31, 2019
Inventories [Abstract]
Inventory, provision for shrinkage and other	$ 0.7	$ 0.2

Inventories (Schedule of Inventories) (Details) - USD ($) $ in Thousands	Jun. 30, 2020	Dec. 31, 2019
Inventories [Abstract]
Finished goods	$ 77,170	$ 95,435
Raw materials	1,883	2,185
Total	$ 79,053	$ 97,620

Income Taxes (Narrative) (Details) - USD ($)	3 Months Ended		6 Months Ended		12 Months Ended
Income Taxes (Narrative) (Details) - USD ($)	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019	Dec. 31, 2018
Income Taxes [Abstract]
Effective income tax rate	67.70%	(7.70%)	551.70%	34.80%
Federal statutory rate			21.00%		35.00%
Provision (benefit) for income taxes	$ (1,593,000)	$ 11,000	$ (3,349,000)	$ 622,000
Liability for uncertain tax positions	$ 0	$ 0	0	0
Income tax interest and penalties related to uncertain tax positions			$ 0	$ 0

Earnings (Loss) Per Share (Schedule of Earnings Per Share) (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
Earnings (Loss) Per Share [Abstract]
Net (loss) income	$ (760)	$ (154)	$ 2,742	$ 1,166
Weighted average shares outstanding - basic	49,926,267	50,999,341	49,884,169	51,476,442
Effect of dilutive securities attributable to stock based awards			168,821	96,968
Weighted average shares outstanding - diluted	49,926,267	50,999,341	50,052,990	51,573,410
(Loss) income per common share: Basic	$ (0.02)	$ 0.00	$ 0.05	$ 0.02
(Loss) income per common share: Diluted	$ (0.02)	$ 0.00	$ 0.05	$ 0.02
Anti-dilutive securities excluded from earnings per share calculation	2,585,401	2,835,890	1,903,737	2,047,585

- Definition

The amount of net income (loss) for the period per each share of common stock or unit outstanding during the reporting period.

+ References

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+ Details

- Definition

The amount of net income (loss) for the period available to each share of common stock or common unit outstanding during the reporting period and to each share or unit that would have been outstanding assuming the issuance of common shares or units for all dilutive potential common shares or units outstanding during the reporting period.

+ References

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+ Details

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References + Details

Other Accrued Liabilities (Schedule of Other Accrued Liabilities) (Details) - USD ($) $ in Thousands	Jun. 30, 2020	Dec. 31, 2019
Other Accrued Liabilities [Abstract]
Legal settlement accrual	$ 14,500
Customer deposits	9,715	$ 7,727
Sales return reserve	4,989	5,434
Accrued wages and salaries	4,083	4,064
Payroll and sales taxes	4,085	2,764
Other current liabilities	5,348	4,600
Total other accrued liabilities	$ 42,720	$ 24,589

Long-term Debt (Narrative) (Details) - USD ($) $ in Millions	6 Months Ended
	Jun. 30, 2020	Dec. 31, 2019
London Interbank Offered Rate (LIBOR) [Member]
Debt Instrument [Line Items]
Credit facility effective interest rate	2.16%
Base Rate [Member]
Debt Instrument [Line Items]
Credit facility effective interest rate	4.25%
Credit Agreement [Member]
Debt Instrument [Line Items]
Credit facility, initiation date	Sep. 18, 2018
Credit facility, maximum borrowing capacity	$ 100.0
Credit facility, expiration date	Sep. 18, 2023
Credit facility, amount outstanding	$ 22.0
Credit facility, available borrowing capacity	$ 76.7
Credit Agreement [Member] \| London Interbank Offered Rate (LIBOR) [Member] \| Minimum [Member]
Debt Instrument [Line Items]
Credit facility, spread on variable interest rate	1.50%
Credit Agreement [Member] \| London Interbank Offered Rate (LIBOR) [Member] \| Maximum [Member]
Debt Instrument [Line Items]
Credit facility, spread on variable interest rate	2.25%
Credit Agreement [Member] \| Base Rate [Member] \| Minimum [Member]
Debt Instrument [Line Items]
Credit facility, spread on variable interest rate	0.50%
Credit Agreement [Member] \| Base Rate [Member] \| Maximum [Member]
Debt Instrument [Line Items]
Credit facility, spread on variable interest rate	1.25%
Credit Agreement [Member] \| Base Rate - Federal Funds [Member]
Debt Instrument [Line Items]
Credit facility, spread on variable interest rate	0.50%
Credit Agreement [Member] \| Base Rate - Eurodollar [Member]
Debt Instrument [Line Items]
Credit facility, spread on variable interest rate	1.00%
Credit Agreement [Member] \| Letter of Credit [Member]
Debt Instrument [Line Items]
Credit facility, amount outstanding	$ 1.3	$ 1.3

Leases (Narrative) (Details) - USD ($) $ in Millions	3 Months Ended	6 Months Ended
Leases (Narrative) (Details) - USD ($) $ in Millions	Jun. 30, 2020	Jun. 30, 2020
Lessee, Lease, Description [Line Items]
COVID related rent abatement concessions	$ 0.1
COVID related deferred rent payments	$ 4.9
Minimum [Member]
Lessee, Lease, Description [Line Items]
Lease term		10 years
Maximum [Member]
Lessee, Lease, Description [Line Items]
Lease term		15 years

Leases (Schedule of Lease Assets and Liabilities) (Details) - USD ($) $ in Thousands	Jun. 30, 2020	Dec. 31, 2019
Leases [Abstract]
Operating lease assets	$ 130,397	$ 137,737
Financing lease assets	89	113
Total leased assets	130,486	137,850
Current operating lease liabilities	32,270	26,993
Current finance lease liabilities	174	162
Noncurrent operating lease liabilities	122,682	131,451
Noncurrent finance lease liabilities	184	274
Total lease liabilities	$ 155,310	$ 158,880

Leases (Summary of Lease Cost) (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
Leases [Abstract]
Operating lease cost	$ 8,236	$ 7,998	$ 16,457	$ 16,010
Financing lease cost, Amortization of leased assets	12	12	24	24
Financing lease, Interest on lease liabilities	14	19	30	40
Variable lease cost	3,507	3,333	6,905	6,558
Short-term lease cost	153	218	401	482
Net lease cost	$ 11,922	$ 11,580	$ 23,817	$ 23,114

Leases (Summary of Other Lease Information) (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019
Leases [Abstract]
Operating cash flows from operating leases	$ 13,205	$ 17,311
Operating cash flows from financing leases	44	35
Financing cash flows from financing leases	$ 122	$ (102)

Commitments and Contingencies (Narrative) (Details) $ in Millions	6 Months Ended
	Jun. 30, 2020 USD ($)
Loss Contingencies [Line Items]
Settlement accrual	$ 14.5
Insurance settlement receivable	14.5
Tile Shop Holdings, Inc. Stockholder Derivative Litigation [Member]
Loss Contingencies [Line Items]
Settlement amount	12.0
Tile Shop Holdings, Inc. Stockholder Derivative Litigation [Member] \| Minimum [Member]
Loss Contingencies [Line Items]
Settlement amount, attorney's fees	2.5
Tile Shop Holdings, Inc. Stockholder Derivative Litigation [Member] \| Maximum [Member]
Loss Contingencies [Line Items]
Settlement amount, attorney's fees	$ 3.0

Fair Value of Financial Instruments (Narrative) (Details) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
Fair Value of Financial Instruments [Abstract]
Fair value transfers	$ 0		$ 0
Asset impairment charges	$ 0	$ 0	$ 2,155,000	$ 0

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	Jun. 30, 2020	Dec. 31, 2019
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash and cash equivalents	$ 7,936	$ 9,104
Restricted cash	$ 815	$ 815

Equity Incentive Plans (Narrative) (Details) - USD ($) $ / shares in Units, $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
Stock Options [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation expense	$ 0.1	$ 0.3	$ 0.2	$ 0.5
Stock options outstanding	1,153,097		1,153,097
Stock options outstanding, weighted average exercise price	$ 11.09		$ 11.09
Restricted Stock [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation expense	$ 0.4	$ 0.5	$ 0.9	$ 1.0
Restricted stock outstanding	1,436,688		1,436,688

New Markets Tax Credit (Narrative) (Details) - USD ($) $ in Millions	1 Months Ended		6 Months Ended
	Dec. 31, 2016	Jul. 31, 2013	Jun. 30, 2020
New Market Tax Credit Disclosure [Line Items]
Investment fund 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			$ 1.6
Contribution liability, current			0.5
Contribution liability, noncurrent			$ 1.1
Twain Investment Fund 192 [Member] \| Tile Shop Holdings [Member]
New Market Tax Credit Disclosure [Line Items]
Syndicate costs	1.3
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%
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			$ 0.1
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
Oklahoma [Member] \| U.S. Bank Community [Member]
New Market Tax Credit Disclosure [Line Items]
Financing agreement project cost	$ 9.2
U.S. Bank Community [Member] \| Twain Investment Fund 192 [Member]
New Market Tax Credit Disclosure [Line Items]
Contribution to affiliate	$ 3.2
Chase and US Bank [Member]
New Market Tax Credit Disclosure [Line Items]
Contribution to affiliate		5.6
Chase and US Bank [Member] \| Oklahoma [Member]
New Market Tax Credit Disclosure [Line Items]
Financing agreement project cost		$ 19.1

Related Party Transactions (Narrative) (Details) - USD ($) $ in Millions	3 Months Ended	6 Months Ended	12 Months Ended
	Jun. 30, 2020	Jun. 30, 2020	Dec. 31, 2019
Nanyang Helin Stone Company [Member]
Related Party Transaction [Line Items]
Payments to related party	$ 0.9	$ 2.9	$ 5.1