flws20221002

flws20221002_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 October 2, 2022

☐ 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)

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 November 4, 2022:

Class A common stock: 37,380,934

Class B common stock: 27,249,614

Table of Contents

1-800-FLOWERS.COM, Inc.

FORM 10-Q

For the quarterly period ended October 2, 2022

TABLE OF CONTENTS

		Page
Part I.	Financial Information
Item 1.	Condensed Consolidated Financial Statements	1
	Condensed Consolidated Balance Sheets – October 2, 2022 (Unaudited) and July 3, 2022	1
	Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) (Unaudited) – Three Months Ended October 2, 2022 and September 26, 2021	2
	Condensed Consolidated Statements of Stockholders' Equity (Unaudited) – Three Months Ended October 2, 2022 and September 26, 2021	3
	Condensed Consolidated Statements of Cash Flows (Unaudited) – Three Months Ended October 2, 2022 and September 26, 2021	4
	Notes to Condensed Consolidated Financial Statements (Unaudited)	5
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	18
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	33
Item 4.	Controls and Procedures	33

Part II.	Other Information
Item 1.	Legal Proceedings	34
Item 1A.	Risk Factors	34
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	35
Item 3.	Defaults upon Senior Securities	35
Item 4.	Mine Safety Disclosures	35
Item 5.	Other Information	35
Item 6.	Exhibits	35

Signatures		36

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)

	October 2, 2022			July 3, 2022
	(unaudited)
Assets
Current assets:
Cash and cash equivalents	$	9,442		$	31,465
Trade receivables, net		48,965			23,812
Inventories		342,601			247,563
Prepaid and other		64,823			45,398
Total current assets		465,831			348,238

Property, plant and equipment, net		235,555			236,481
Operating lease right-of-use assets		135,402			129,390
Goodwill		213,287			213,287
Other intangibles, net		144,508			145,568
Other assets		21,637			21,927
Total assets	$	1,216,220		$	1,094,891

Liabilities and Stockholders' Equity
Current liabilities:
Accounts payable	$	63,605		$	57,386
Accrued expenses		180,915			175,392
Current maturities of long-term debt		160,000			20,000
Current portion of long-term operating lease liabilities		14,938			12,919
Total current liabilities		419,458			265,697

Long-term debt, net		138,174			142,497
Long-term operating lease liabilities		128,521			123,662
Deferred tax liabilities, net		35,361			35,742
Other liabilities		17,434			17,884
Total liabilities		738,948			585,482

Commitments and contingencies (See Note 13 and Note 14)

Stockholders' equity:
Preferred stock, $0.01 par value, 10,000,000 shares authorized, none issued		-			-
Class A common stock, $0.01 par value, 200,000,000 shares authorized, 57,706,389 shares issued at October 2, 2022 and July 3, 2022		577			577
Class B common stock, $0.01 par value, 200,000,000 shares authorized, 32,529,614 shares issued at October 2, 2022 and July 3, 2022		325			325
Additional paid-in capital		381,440			379,885
Retained earnings		282,093			315,785
Accumulated other comprehensive loss		(211	)		(211	)
Treasury stock, at cost, 20,418,396 Class A shares at October 2, 2022 and July 3, 2022, and 5,280,000 Class B shares at October 2, 2022 and July 3, 2022		(186,952	)		(186,952	)
Total stockholders’ equity		477,272			509,409
Total liabilities and stockholders’ equity	$	1,216,220		$	1,094,891

See accompanying Notes to Condensed Consolidated Financial Statements.

Table of Contents

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
	October 2, 2022			September 26, 2021

Net revenues	$	303,604		$	309,373
Cost of revenues		202,146			183,859
Gross profit		101,458			125,514
Operating expenses:
Marketing and sales		89,139			94,379
Technology and development		14,740			13,423
General and administrative		26,245			27,066
Depreciation and amortization		12,694			10,970
Total operating expenses		142,818			145,838
Operating loss		(41,360	)		(20,324	)
Interest expense, net		2,821			1,528
Other expense (income), net

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