Quarterly report pursuant to Section 13 or 15(d)

Commitments, Contingency and Related Parties

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Commitments, Contingency and Related Parties
9 Months Ended
Nov. 03, 2019
Commitments and Contingencies Disclosure [Abstract]  
COMMITMENTS, CONTINGENCY AND RELATED PARTIES

NOTE 6 - COMMITMENTS, CONTINGENCY AND RELATED PARTIES

 

Operating Lease Commitments

 

The Company leases its office, warehouse facilities and retail showrooms under operating lease agreements which expire at various dates through November 2029. Monthly payments related to these leases range from $2,500 to $45,600.

 

Expected future annual minimum rental payments under these leases follow:

 

Remainder 2020   $ 2,706,162  
2021     9,989,613  
2022     9,461,399  
2023     9,127,538  
2024     9,413,991  
2025     7,743,625  
Thereafter     17,303,641  
Total   $ 65,745,969  

 

Legal Contingency

 

The Company is involved in various legal proceedings in the ordinary course of business. Management cannot presently predict the outcome of these matters, although management believes, based in part on the advice of counsel, that the ultimate resolution of these matters will not have a materially adverse effect on the Company's condensed consolidated financial position, results of operations or cash flows.

 

Related Parties

 

Mistral Capital Management, LLC ("Mistral"), an affiliate of the largest stockholder of the Company, performs management services for the Company under a contractual agreement. Management fees totaled approximately $100,000 and $300,000 for the thirteen and thirty-nine weeks ended November 3, 2019 and November 4, 2018 respectively, and are included in selling, general and administrative expenses. There were $11,494 and $0 amounts payable to Mistral as of November 3, 2019 and February 3, 2019, respectively. In addition, the Company reimbursed Mistral for expenses incurred in the amount of $55,113 and $0 for out of pocket expenses for the thirty-nine weeks ended November 3, 2019 and November 4, 2018, respectively. The Company reimbursed Mistral for out of pocket expenses incurred in the amount of $16,113 and $0 during the thirteen weeks ended November 3, 2019 and November 4, 2018, respectively. Management fees related to the IPO were $0 and $500,000 for the thirteen and thirty-nine weeks ended November 4, 2018 respectively, and are included in selling, general and administrative expenses. There were no such management fees related to the IPO for the thirteen and thirty-nine weeks ended November 3, 2019.

 

Satori Capital, LLC ("Satori"), an affiliate of two stockholders of the Company since April 2017, performs management services for the Company under a contractual agreement. Management fees totaled approximately $25,000 and $75,000 for the thirteen and thirty-nine weeks ended November 3, 2019 and November 4, 2018 respectively, and are included in selling, general and administrative expenses. There were no amounts payable to Satori as of November 3, 2019 and February 3, 2019. Management fees related to the IPO were $0 and $125,000 for the thirteen and thirty-nine weeks ended November 4, 2018 respectively, and are included in selling, general and administrative expenses. There were no such management fees for the thirteen and thirty-nine weeks ended November 3, 2019.

 

The Company engaged Blueport Commerce ("Blueport"), a company owned in part by investment vehicles affiliated with Mistral and an affiliate of Schottenstein Stores Corporation, an indirect investor in SAC Acquisition LLC, our largest shareholder, to evaluate a transition plan to convert to the Blueport platform. Certain directors are members and principals of Mistral or employees of Schottenstein Stores Corporation. The Company launched the Blueport platform in February 2018. There were $435,000 and $262,349 of fees incurred with Blueport sales transacted through the Commerce platform and on the conversion of the Commerce platform during the thirteen weeks ended November 3, 2019 and November 4, 2018 and $1,202,831 and $813,892 during the thirty-nine weeks ended November 3, 2019 and November 4, 2018, respectively. Amounts payable to Blueport as of November 3, 2019 and February 3, 2019 were $137,500 and $93,210, respectively, and are included in accrued expenses in the accompanying condensed consolidated balance sheets.