Delay in filing of Quarterly Report
on Form 10-Q for the quarter ended March 31, 2020 due to the ongoing COVID-19 Pandemic
Due to the ongoing COVID-19 Pandemic, the
Company is giving notice in this current report on Form 8-K to avail itself of an extension to file its Quarterly Report on Form
10-Q for the fiscal quarter ended March 31, 2020 (the "Quarterly Report"). The Company is relying on the Securities and
Exchange Commission's Order under Section 36 of the Securities Exchange Act of 1934 Modifying Exemptions From the Reporting and
Proxy Delivery Requirements for Public Companies dated March 25, 2020 (Release No. 34-88465) (the "Order").
The Company's operations and business have
experienced significant disruptions due to the unprecedented conditions surrounding the ongoing COVID-19 Pandemic along with the
various measures that Federal, state, and local jurisdictions have taken in response to the crisis. In response to these measures,
the Company has implemented widespread work-from-home arrangements for the Company’s headquarters and call center associates,
reductions in operating hours, along with closure of certain store showrooms while operating out of the back on a curbside-pickup-or-delivery
basis for the overwhelming majority of its stores. The work to adapt the Company’s operating practices to protect the
safety of our customers, associates, and the community has been substantial and is ongoing and the Company is unable to predict
when those measures will be lifted. In connection with the preparation of the Quarterly Report, the Company currently is
experiencing disruptions in its normal processes and interactions with its accounting personnel, legal advisors and others responsible
for preparation of the Quarterly Report. In addition, the Company is applying the applicable sections of the CARES Act which,
at a minimum, has had an effect on the complexity and timing of the Company’s first quarter tax provision.
As a result of the foregoing, the Company’s Quarterly Report, which prior to the Order was due on May 11, 2020, is now expected
to be filed the week of May 25th.
COVID-19 Pandemic Risk Factor
In light of the ongoing COVID-19 Pandemic
the Company is supplementing the risk factors previously disclosed in its Annual Report on Form 10-K for the year ended December
31, 2019, with the following risk factor:
The ongoing COVID-19 Pandemic has
disrupted, and may continue to disrupt, our business, which could adversely affect our financial performance
The effects of the ongoing COVID-19 Pandemic
have included and could continue to include disruptions in our supply chain, disruptions or restrictions on the ability of many
of our employees to work effectively, including because of illness, quarantines, government actions, facility closures or other
restrictions, as well as temporary closures of certain of our showrooms, or the facilities of our customers or suppliers. Considering
the significant uncertainty as to when we can fully reopen some or all of our stores and the uncertain customer demand environment,
we have begun discussions with our vendors and other business partners to reduce or defer our contractual obligations and obtain
other concessions. In addition, the ongoing COVID-19 Pandemic has resulted in a widespread health crisis that is adversely affecting
the economies and financial markets of many countries, including the United States and Canada, which has resulted in an economic
downturn that may negatively affect demand for our products. The extent to which the ongoing COVID-19 Pandemic could impact our
business, results of operations, financial condition and liquidity is highly uncertain and will depend on future developments,
including the potential geographic spread and duration of the ongoing COVID-19 Pandemic, the severity of the disease and the actions
that may be taken by various governmental authorities and other third parties in response to the outbreak. The potential impacts
to the Company will likely not be fully recoverable.
The ongoing COVID-19 Pandemic is a highly
fluid and rapidly evolving situation, and we cannot anticipate with any certainty the length, scope or severity of such restrictions
in each of the jurisdictions that we operate. We believe that business disruption relating to the ongoing COVID-19 Pandemic will
continue to negatively impact the United States, Canada and the global economy which could adversely impact our business, liquidity,
financial condition and results of operations.
Forward-Looking Statements
This Current Report on Form 8-K may
contain “forward-looking statements” within the meanings of the Private Securities Litigation Reform Act of 1995. These
statements, which may be identified by words such as “may,” “will,” “should,” “expects,”
“intends,” “plans,” “anticipates,” “believes,” “thinks,” “estimates,”
“seeks,” “predicts,” “could,” “projects,” “potential” and other similar
terms and phrases, are based on the beliefs of the Company’s management, as well as assumptions made by, and information
currently available to, the Company’s management as of the date of such statements. These statements are subject to risks
and uncertainties, all of which are difficult to predict and many of which are beyond the Company’s control. Forward-looking
statements in this Current Report on Form 8-K may include, without limitation, statements regarding expectations relating to the
ongoing COVID-19 Pandemic. The Company specifically disclaims any obligation to update these statements, which speak only as of
the dates on which such statements are made, except as may be required under the federal securities laws. Information regarding
additional risks and uncertainties is contained in the Company’s other reports filed with the Securities and Exchange Commission,
including the Item 1A, “Risk Factors,” section of the Form 10-K for the year ended December 31, 2019 and the Risk Factor
included in Item 8.01 of this Current Report on Form 8-K.