flws20210926

flws20210926_10q.htm

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 26, 2021

☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ___ to ___

Commission File No. 0-26841

1-800-FLOWERS.COM, Inc.

(Exact name of registrant as specified in its charter)

Delaware	11-3117311
(State of incorporation)	(I.R.S. Employer Identification No.)
Two Jericho Plaza, Suite 200, Jericho, NY 11753	(516) 237-6000
(Address of principal executive offices) (Zip code)	(Registrant’s telephone number, including area code)

One Old Country Road, Carle Place, New York, 11514
(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading symbol(s)	Name of each exchange on which registered
Class A common stock	FLWS	The Nasdaq Stock Market

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 during the preceding 12 months (or 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 is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☑

The number of shares outstanding of each of the Registrant’s classes of common stock as of October 29, 2021:

Class A common stock:	36,935,994
Class B common stock:	28,153,614

Table of Contents

1-800-FLOWERS.COM, Inc.

FORM 10-Q

For the quarterly period ended September 26, 2021

TABLE OF CONTENTS

		Page
Part I.	Financial Information
Item 1.	Condensed Consolidated Financial Statements		1
	Condensed Consolidated Balance Sheets – September 26, 2021 (Unaudited) and June 27, 2021		1
	Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) (Unaudited) – Three Months Ended September 26, 2021 and September 27, 2020		2
	Condensed Consolidated Statements of Stockholders' Equity (Unaudited) – Three Months Ended September 26, 2021 and September 27, 2020		3
	Condensed Consolidated Statements of Cash Flows (Unaudited) – Three Months Ended September 26, 2021 and September 27, 2020		4
	Notes to Condensed Consolidated Financial Statements (Unaudited)		5
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations		17
Item 3.	Quantitative and Qualitative Disclosures About Market Risk		29
Item 4.	Controls and Procedures		29

Part II.	Other Information
Item 1.	Legal Proceedings		30
Item 1A.	Risk Factors		30
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds		30
Item 3.	Defaults upon Senior Securities		30
Item 4.	Mine Safety Disclosures		30
Item 5.	Other Information		30
Item 6.	Exhibits		31

Signatures			32

Table of Contents

PART I. – FINANCIAL INFORMATION

ITEM 1. – CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

1-800-FLOWERS.COM, Inc. and Subsidiaries

Condensed Consolidated Balance Sheets

(in thousands, except for share data)

	September 26, 2021			June 27, 2021
	(unaudited)
Assets
Current assets:
Cash and cash equivalents	$	3,785		$	173,573
Trade receivables, net		30,635			20,831
Inventories, net		282,439			153,863
Prepaid and other		68,644			51,792
Total current assets		385,503			400,059

Property, plant and equipment, net		216,083			215,287
Operating lease right-of-use assets		114,345			86,230
Goodwill		208,150			208,150
Other intangibles, net		138,144			139,048
Other assets		27,661			27,905
Total assets	$	1,089,886		$	1,076,679

Liabilities and Stockholders' Equity
Current liabilities:
Accounts payable	$	65,363		$	57,434
Accrued expenses		172,998			178,512
Current maturities of long-term debt		25,000			20,000
Current portion of long-term operating lease liabilities		11,453			9,992
Total current liabilities		274,814			265,938

Long-term debt, net		156,811			161,512
Long-term operating lease liabilities		107,532			79,375
Deferred tax liabilities		33,421			34,162
Other liabilities		26,934			26,622
Total liabilities		599,512			567,609

Commitments and contingencies (See Note 13 and Note 14)

Stockholders' equity:
Preferred stock, $.01 par value, 10,000,000 shares authorized, none issued		-			-
Class A common stock, $.01 par value, 200,000,000 shares authorized, 56,098,061 and 55,675,661 shares issued at September 26, 2021 and June 27, 2021, respectively		561			557
Class B common stock, $.01 par value, 200,000,000 shares authorized, 33,433,614 shares issued at September 26, 2021 and June 27, 2021, respectively		334			334
Additional paid-in capital		374,667			371,103
Retained earnings		272,976			286,175
Accumulated other comprehensive loss		(318	)		(318	)
Treasury stock, at cost, 19,113,867 and 18,825,841 Class A shares at September 26, 2021 and June 27, 2021, respectively, and 5,280,000 Class B shares at September 26, 2021 and June 27, 2021		(157,846	)		(148,781	)
Total stockholders’ equity		490,374			509,070
Total liabilities and stockholders’ equity	$	1,089,886		$	1,076,679

See accompanying Notes to Condensed Consolidated Financial Statements.

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1-800-FLOWERS.COM, Inc. and Subsidiaries

Condensed Consolidated Statements of Operations and Comprehensive Income (Loss)

(in thousands, except for per share data)

(unaudited)

		Three Months Ended
		September 26, 2021

SEC Form 10-Q filed by 1-800-FLOWERS.COM, Inc.