Fluctuations in our operating results could reduce our cash flow and  we may be unable to repurchase shares at all or at the times or in the  amounts we desire or the results of the share repurchase program  may not be as beneficial as we would like.  Our Board of Directors has implemented a $50 million share  repurchase program. The program does not require the Company to  repurchase any specific number of shares of our common stock, and  may be modified, suspended or terminated at any time without prior  notice. Shares repurchased under the program will be subsequently  retired. If our cash flow decreases as a result of decreased sales,  increased expenses or capital expenditures or other uses of cash, we  may not be able to repurchase shares of our common stock at all or at  times or in the amounts we desire. As a result, the results of the share  repurchase program may not be as beneficial as we would like.  Our certificate of incorporation and bylaws and Delaware law  contain provisions that may prevent or frustrate attempts to replace  or remove our current management by our stockholders, even if such  replacement or removal may be in our stockholders’ best interests.  Our basic corporate documents and Delaware law contain provisions  that might enable our management to resist a takeover. These  provisions:  We lease all of our store locations. As of December 28, 2013,  we operated 263 retail stores located primarily in major malls  throughout the United States, Canada and Puerto Rico, 58 stores  located in the United Kingdom and two stores in Ireland in our Retail  segment. Our leases in the United Kingdom and Ireland typically  have rent reviews every five years in which the base rental rate is  adjusted to current market rates if they are higher than the original  rent agreed. Not applicable.  In addition to leasing all of our store locations, we own a warehouse  and distribution center, or Bearhouse, in Groveport, Ohio, which is  utilized primarily by our Retail segment. The facility is approximately  350,000 square feet and includes our web fulfillment site. We  also lease approximately 59,000 square feet for our corporate  headquarters, or World Bearquarters, in St. Louis, Missouri which  houses our corporate staff, our call center and our on-site training  facilities. The lease was amended, effective January 1, 2014 with  a five-year term. In the United Kingdom, we lease approximately  2,500 square feet for our regional headquarters in Windsor, England.  The lease commenced in August 2003 and can be terminated at any  time by either party giving notice of termination six months prior to  cancellation.  From time to time we are involved in ordinary routine litigation  typical for companies engaged in our line of business. We are  involved in several court actions seeking to enforce our intellectual  property rights or to determine the validity and scope of the  proprietary rights of others. As of the date of this Annual Report on  Form 10-K, we are not involved in any pending legal proceedings  that we believe would be likely, individually or in the aggregate, to  have a material adverse effect on our financial condition or results of  operations.  Not applicable ITEM 4. MINE SAFETY DISCLOSURE ITEM 3. LEGAL PROCEEDINGS  Non-Store Properties  Stores  ITEM 2. PROPERTIES  • restrict various types of business combinations with significant  stockholders;  • provide for a classified board of directors;  • limit the right of stockholders to remove directors or change the  size of the board of directors;  • limit the right of stockholders to fill vacancies on the board of  directors;  • limit the right of stockholders to act by written consent and to call a  special meeting of stockholders or propose other actions;  • require a higher percentage of stockholders than would otherwise  be required to amend, alter, change or repeal our bylaws and  certain provisions of our certificate of incorporation; and  • authorize the issuance of preferred stock with any voting rights,  dividend rights, conversion privileges, redemption rights and  liquidation rights and other rights, preferences, privileges, powers,  qualifications, limitations or restrictions as may be specified by our  board of directors.  • These provisions may:  • discourage, delay or prevent a change in the control of our  company or a change in our management, even if such change may  be in the best interests of our stockholders;  • adversely affect the voting power of holders of common stock; and • limit the price that investors might be willing to pay in the future  for shares of our common stock.  BUILD-A-BEAR WORKSHOP, INC.  2013 FORM 10-K 13 ITEM 1B. UNRESOLVED STAFF COMMENTS 