UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K/A
Amendment No. 1
☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the fiscal year ended January 25, 2020
or
☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
Commission File Number: 001-37849
AT HOME GROUP INC.
(Exact name of registrant as specified in its charter)
| ||
Delaware | | 45-3229563 |
(State or other jurisdiction of incorporation or organization) | | (I.R.S. Employer Identification No.) |
| ||
1600 East Plano Parkway | | 75074 |
(Address of principal executive offices) | | (Zip Code) |
(972) 265-6227
(Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
| | |||
Title of each class | | Trading Symbol(s) | | Name of each exchange on which registered |
Common Stock, par value $0.01 per share | | HOME | | New York Stock Exchange |
Securities registered pursuant to Section 12(g) of the Act: None
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. ☐ Yes ☒ No
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. ☐ Yes ☒ No
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 requirements for the past 90 days. ☒ Yes ☐ No
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). ☒ Yes ☐ No
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer”, “accelerated filer”, “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
| | | ||||||
Large Accelerated Filer | ☐ | | Accelerated Filer | ☒ | | Non-Accelerated Filer | ☐ | |
Smaller Reporting Company | ☐ | | Emerging Growth Company | ☐ | | | | |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☒
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). ☐ Yes ☒ No
The aggregate market value of the common stock of the Registrant held by non-affiliates of the Registrant on July 27, 2019, based upon the closing price of the Registrant's common stock as reported on the New York Stock Exchange on July 26, 2019, was $325,478,429.
There were 64,185,751 shares of the registrant’s common stock, par value $0.01 per share, outstanding as of May 15, 2020.
DOCUMENTS INCORPORATED BY REFERENCE
None.
EXPLANATORY NOTE
At Home Group Inc. (the “Company”, “we”, “us” or “our”) is filing this Amendment No. 1 on Form 10-K/A (this “Amendment”) to its Annual Report on Form 10-K for the year ended January 25, 2020, originally filed with the Securities and Exchange Commission (the “SEC”) on May 19, 2020 (the “Form 10-K”), to provide additional information, which was inadvertently omitted from the Form 10-K, to disclose that the Company had filed the Form 10-K after the April 9, 2020 deadline applicable to the Company for the filing in reliance on the 45-day extension provided by the Order of the SEC, issued on March 4, 2020 and as revised on March 25, 2020 pursuant to Section 36 of the Exchange Act, granting exemptions from specified provisions of the Exchange Act and certain rules thereunder (Release No. 34-88465) (the “Order”).
On April 9, 2020, the Company filed a Current Report on Form 8-K (the “Current Report”) to indicate its intention to rely on the Order for such extension. Specifically, the Company disclosed that it required additional time to finalize its Form 10-K due to circumstances related to the global pandemic of COVID-19 coronavirus disease (“COVID-19”). As stated in the Current Report, the Company experienced significant disruptions to its business due to COVID-19, and at the time of the original filing of the Form 10-K, a majority of the Company’s stores nationwide were closed to foot traffic. The impact of the COVID-19 pandemic on the Company’s operations, and the uncertainty related thereto, including the impact of store closures, adversely affected the Company’s ability to assess the effect of significant subsequent events and, as a consequence, delayed its ability to complete the audited consolidated financial statements and other information required to be included in the Form 10-K.
In accordance with Rules 12b-15 and 13a-14 under the Exchange Act, the Company has also amended Part IV, Item 15, to include currently dated certifications pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 from the Company’s principal executive officer and principal financial officer. Because no financial statements have been included in this Amendment and this Amendment does not contain or amend any disclosure with respect to Items 307 and 308 of Regulation S-K, paragraphs 3, 4 and 5 of the certifications have been omitted. Similarly, because no financial statements have been included in this Amendment, certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 have been omitted.
This Amendment consists solely of the preceding cover page, this explanatory note, a signature page and the certifications required to be filed as exhibits hereto. Except as described in this explanatory note, this Amendment does not amend any other information set forth in the Form 10-K, and the Company has not updated disclosures to reflect any events that occurred subsequent to May 19, 2020. Accordingly, this Amendment should be read in conjunction with the Form 10-K and with the Company’s other filings made with the SEC subsequent to the filing of the Form 10-K.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| ||
| AT HOME GROUP INC. | |
| | |
| | |
Date: June 19, 2020 | /s/ LEWIS L. BIRD III | |
| By: | Lewis L. Bird III |
| | Chairman of the Board and Chief Executive Officer (Principal Executive Officer) |
| | |
