1 800 Flowers Com Inc 10-K for FY2020

1 800 Flowers Com Inc (FLWS)

10-K 2020-09-11 For: 2020-06-28

Added on April 08, 2026

About this 10-K

1 800 Flowers Com Inc filed this 10-K on September 11, 2020, covering the fiscal year ended June 28, 2020 (FY2020).

Headline figures

Fiscal year ended June 28, 2020, as reported in this filing, compared with the same period a year earlier where the filing states it.

Revenue: $1.49B; up 19.3% from $1.25B a year earlier
Net income: $59M; up 69.7% from net income of $34.77M a year earlier
Diluted EPS: $0.89; up 71.2% from $0.52 a year earlier

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

☐ Large accelerated filer	☒ Accelerated filer
☐ Non-accelerated filer	☐ Smaller reporting company
	☐ Emerging growth company

Part I.
	Item 1.	Business	1

	Item 1A.	Risk Factors	9

	Item 1B.	Unresolved Staff Comments	15

	Item 2.	Properties	15

	Item 3.	Legal Proceedings	15

	Item 4.	Mine Safety Disclosures	15

Part II.
	Item 5.	Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities	16

	Item 6.	Selected Financial Data	17

	Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	19

	Item 7A.	Quantitative and Qualitative Disclosures about Market Risk	30

	Item 8.	Financial Statements and Supplementary Data	30

	Item 9.	Changes in and Disagreements with Accountants on Accounting and Financial Disclosure	30

	Item 9A.	Controls and Procedures	30

	Item 9B.	Other Information	33

Part III.
	Item 10.	Directors, Executive Officers and Corporate Governance	33

	Item 11.	Executive Compensation	33

	Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	33

	Item 13.	Certain Relationships and Related Transactions, and Director Independence	33

	Item 14.	Principal Accounting Fees and Services	33

Part IV.
	Item 15.	Exhibits, Financial Statement Schedules	34

	Item 16.	Form 10-K Summary	35

	Signatures		36

	●	Convenience. The Company’s product offerings can be purchased through the Company’s website via desktop or mobile devices, as well as through Amazon Alexa, Facebook Messenger, Google Assistant, Apple Business Chat, Samsung Chatbot, or Google Rich Business Messaging, to help guide customers to the perfect gift across our brands. For those customers who prefer a personal gift advisor to assist them, the Company’s toll-free telephone numbers are available 24 hours a day, seven days a week.
	●	Quality. High-quality products are critical to the Company’s continued brand strength and are integral to the brand loyalty that it has built over the years. The Company offers its customers a 100% satisfaction guarantee on all of its products.
	●	Delivery Capability. The Company has developed a market-proven fulfillment infrastructure that allows delivery on a same-day, next-day and any-day basis. Key to the Company’s fulfillment capability is an innovative “hybrid” model which combines BloomNet (comprised of independent florists operating retail flower shops, Company-owned stores, and franchised stores), with its manufacturing and distribution centers located across the country, and third-party vendors who ship directly to the Company’s customers.
	●	Selection. Over the course of a year, the Company offers thousands of varieties of fresh-cut flowers, floral and fruit bouquets and plants, and thousands of SKUs of gifts, gourmet foods and gift baskets, cookies and chocolates.
	●	Customer Service. The Company strives to ensure that customer service, whether online, wireless, via the telephone, or in one of its retail stores is of the highest caliber. The Company operates customer service centers in Ohio and Oregon, while also utilizing a network of home agents and outsourcers to provide helpful assistance on everything from advice on product selection to the monitoring of the fulfillment and delivery process.

CONSUMER FLORAL SEGMENT
	Direct-to-consumer, multi-channel provider of fresh flowers, plants, fruit and gift basket products, balloons, candles, keepsake gifts, jewelry and plush stuffed animals.
	Direct-to-consumer, multi-channel provider of artistically carved fresh fruit arrangements.
	Franchisor and operator of retail flower shops, acquired in August 2011.
	Direct-to-consumer provider of fresh flowers, plants, fruits and gift baskets.
	E-commerce provider of personalized gifts and keepsakes, acquired in August 2020.
	E-commerce marketplace bringing our customers unique products from the best companies. Find it. Love it. Gift it.

BLOOMNET
	Provider of products and services to the professional florist.
	Wholesale merchandiser and marketer of floral industry and related products, acquired in July 2008.

GOURMET FOODS & GIFT BASKETS SEGMENT
	Multi-channel specialty retailer and producer of premium gift quality fruit, gourmet food products and other gifts marketed under the Harry & David® and Cushman’s® brands, acquired in September 2014.
	Manufacturer and retailer of indulgent bakery gifts, including super-thick English muffins, toppings, and desserts, acquired in September 2014 in conjunction with the purchase of Harry & David.
	Multi-channel retailer and manufacturer of small batch gourmet buttery caramel and chocolate covered popcorn, acquired in September 2014 in conjunction with the purchase of Harry & David.

	E-commerce provider of gourmet steaks, chops, burgers and other gourmet meat gifts.
	Manufacturer of giftable premium popcorn and specialty treats, acquired in May 2002.
	Baker of premium cookies and related baked gifts, acquired in March 2005. Includes Mrs. Beasley’s, a baker of cakes, muffins and gourmet gift baskets, acquired in March 2011.
	E-commerce retailer of gift baskets and towers.
	Designer, assembler and distributor of wholesale gift baskets, gourmet food towers and gift sets, acquired in April 2008.
	E-commerce retailer of artisan chocolates and confections.
	E-commerce retailer of dipped berries and other specialty treats, acquired in August 2019.

	●	user privacy;
	●	pricing;
	●	content;
	●	connectivity;
	●	intellectual property;
	●	distribution;
	●	taxation and tariffs;
	●	liabilities;
	●	antitrust; and
	●	characteristics and quality of products and services.

	●	seasonality;
	●	the retail economy;
	●	the timing and effectiveness of marketing programs;
	●	the timing of the introduction of new products and services;
	●	the Company’s ability to find and maintain reliable sources for certain of its products;
	●	the impact of severe weather or natural disasters on consumer demand;
	●	the timing and effectiveness of capital expenditures;
	●	the Company’s ability to enter into or renew online marketing agreements; and
	●	competition.

Location	Type	Principal Use	Square Footage	Ownership
Medford, OR	Office, plant and warehouse	Manufacturing, distribution and administrative	1,103,000	owned
Medford, OR	Warehouse	Storage	310,000	leased
Hebron, OH	Office, plant and warehouse	Manufacturing, distribution and administrative	330,900	owned
Melrose Park, IL	Office and warehouse	Distribution, administrative and customer service	250,000	leased
Obetz, OH	Warehouse	Distribution	339,000	leased
Jacksonville, FL	Office and warehouse	Distribution and administrative	180,000	owned
Lake Forest, IL	Office, plant and warehouse	Manufacturing, distribution and administrative	148,000	leased
Hebron, OH	Warehouse	Storage	116,000	leased
Westerville, OH	Office, plant and warehouse	Manufacturing, distribution and administrative	88,000	owned
Carle Place, NY	Office	Headquarters	80,500	leased
Reno, NV	Warehouse	Distribution	70,000	leased
Obetz, OH	Warehouse	Storage - Holiday	62,000	leased
Memphis, TN	Warehouse	Distribution	40,000	leased
Jackson County, OR	Orchards	Farming	41 (acres)	leased
Jackson County, OR	Orchards	Farming	1,590 (acres)	owned
Jackson County, OR	Land	Fallow land	1,771 (acres)	owned

Period			Total Number of Shares Purchased		Average Price Paid Per Share (1)		Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs		Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs
			(in thousands, except average price paid per share)

07/01/19	-	07/28/19		-	$	-		-	$	30,000
07/29/19	-	08/25/19		-	$	-		-	$	30,000
08/26/19	-	09/29/19		2,113	$	14.85		2,113	$	29,969
09/30/19	-	10/27/19		-	$	-		-	$	29,969
10/28/19	-	11/24/19		158,750	$	13.24		158,750	$	27,867
11/25/19	-	12/29/19		210,000	$	13.76		210,000	$	24,970
12/30/19	-	01/26/20		270,000	$	14.43		270,000	$	21,065
01/27/20	-	02/23/20		112,941	$	15.30		112,941	$	19,333
02/24/20	-	03/29/20		-	$	-		-	$	19,333
03/30/20	-	04/26/20		-	$	-		-	$	19,333
04/27/20	-	05/24/20		654	$	20.74		654	$	19,320
05/25/20	-	06/28/20		-	$	-		-	$	19,320
Total				754,458	$	14.13		754,458

	Years ended
	June 28, 2020			June 30, 2019		July 1, 2018			July 2, 2017		July 3, 2016
Consolidated Statement of Income Data:	(in thousands, except per share data)

Net revenues	$	1,489,637		$	1,248,623	$	1,151,921		$	1,193,625	$	1,173,024
Cost of revenues		867,441			722,502		662,896			673,344		655,566
Gross profit		622,196			526,121		489,025			520,281		517,458
Operating expenses:
Marketing and sales		363,227			319,636		298,810			317,527		318,175
Technology and development		48,698			43,758		39,258			38,903		39,234
General and administrative		97,394			87,654		77,440			84,116		84,383
Depreciation and amortization		32,513			29,965		32,469			33,376		32,384
Total operating expenses		541,832			481,013		447,977			473,922		474,176
Operating income		80,364			45,108		41,048			46,359		43,282
Interest expense, net		2,438			2,769		3,631			5,821		6,674
Other income (expense), net		(84	)		644		605			15,471		14,839
Income before income taxes		77,842			42,983		38,022			56,009		51,447
Income tax expense (benefit)		18,844			8,217		(2,769	)		11,968		15,579
Net income		58,998			34,766		40,791			44,041		35,868
Less: Net loss attributable to noncontrolling interest		-			-		-			-		(1,007	)
Net income attributable to 1-800-FLOWERS.COM, Inc.	$	58,998		$	34,766	$	40,791		$	44,041	$	36,875

Basic net income per common share attributable to 1-800-FLOWERS.COM, Inc.
Basic net income per common share	$	0.92		$	0.54	$	0.63		$	0.68	$	0.57

Diluted net income per common share attributable to 1-800-FLOWERS.COM, Inc.
Diluted net income per common share	$	0.89		$	0.52	$	0.61		$	0.65	$	0.55

Weighted average shares used in the calculation of net income per common share:
Basic		64,463			64,342		64,666			65,191		64,896
Diluted		66,408			66,457		66,938			67,735		67,083

	As of
	June 28, 2020			June 30, 2019			July 1, 2018		July 2, 2017		July 3, 2016
	(in thousands)
Consolidated Balance Sheet Data:
Cash and cash equivalents	$	240,506		$	172,923		$	147,240	$	149,732	$	27,826
Working capital		198,298			175,741	**		148,222		132,227		45,798
Total assets		774,435	*******		606,440	**		570,889		552,470		502,941	*
Long-term liabilities		194,329	*******		136,232			131,186		145,056		139,494	*
Total 1-800-FLOWERS.COM, Inc. stockholders' equity		399,774			342,711	**		314,904		282,239		242,586

●	Retail store closures – on March 20, 2020, in response to government actions, and for the safety of its employees, the Company temporarily closed its Cheryl’s and Harry & David retail stores. Affected employees were provided with Company paid special COVID leave pay through April 3rd, as the nation and the Company worked to understand the extent and potential length of the crisis. On April 14th, the difficult decision was made to permanently close 38 of our 39 Harry & David retail stores. As a result, the Company incurred a charge of approximately $5.2 million in our fourth quarter for lease obligations, employee costs and other store closure costs. Annual revenues attributable to the closed locations was approximately $33.0 million.
●	Wholesale volume reductions - we have seen a reduction in our wholesale business as a result of COVID-19, which impacted our fourth quarter results within our BloomNet and Gourmet Foods and Gift Baskets segments as these customers were forced to close during the pandemic, resulting in loss of revenues, as well as increased reserves on certain customer receivables. We anticipate that this reduction in wholesale volume will continue through the fiscal second quarter of fiscal 2021, as many of our large wholesale customers are taking a cautious approach due to the uncertainty surrounding the future impact of COVID-19 on the overall consumer economy, and store based retail sales in particular.
●	BloomNet membership fee reductions - we waived certain BloomNet membership fees in April 2020 to help them weather the COVID-19 crisis.
●	Increased operating costs - we are seeing increased costs associated with the changes we have made, and continue to make, to our manufacturing, warehouse and distribution facilities to provide for the safety and wellbeing of our associates, including, among others: required social distancing, enhanced facility cleaning and sanitizing schedules, and staggered production shifts.
●	PersonalizationMall litigation – On February 14, 2020, the Company entered into an Equity Purchase Agreement to acquire PersonalizationMall for $252.0 million from Bed Bath & Beyond Inc. The Company originally expected the Acquisition to close on March 30, 2020. However, due to the unprecedented circumstances created by the COVID-19 pandemic, the Company requested a reasonable delay in the closing date as it believed that conditions to closing the transaction had not been met, including the shut-down of PersonalizationMall’s facilities. The Seller responded to this request by filing a lawsuit in the Court of Chancery in the State of Delaware on April 1, 2020, seeking a judgment forcing the Company to close. On July 20, 2020, the Company entered into a settlement agreement with respect to the litigation and an amendment to the Equity Purchase Agreement, which reflects, among other things, an amended purchase price of $245.0 million. The transaction closed on August 3, 2020. The Company incurred approximately $2.7mm of related litigation and transaction costs during fiscal 2020.

●	Taking care of the health and safety of our associates, our BloomNet florists, our vendors and our customers,
●	Maintaining our financial strength and flexibility, and
●	Continuing to invest in areas of our business that can help drive future growth.

●	The anticipated strong revenue growth in the quarter reflects expected e-commerce revenue growth of more than 70 percent, somewhat offset by lower wholesale orders and reduced retail revenues (reflecting the closing of the Harry & David retail stores in fiscal 2020).
●	The Company expects the anticipated strong revenue growth, combined with continued operating leverage and contributions from PersonalizationMall, will enable it to drive Adjusted EBITDA for the quarter to break-even or slightly positive, compared with a loss of $11.3 million in the prior year period.

	Years Ended
	June 28, 2020			PersonalizationMall Litigation and Transaction Costs		Harry & David Store Closure Costs		As Adjusted (non-GAAP) June 28, 2020			June 30, 2019			% Change
		(dollars in thousands)
Net revenues:
1-800-Flowers.com Consumer Floral	$	593,197		$	-	$	-	$	593,197		$	497,765			19.2	%
BloomNet		111,766			-		-		111,766			102,876			8.6	%
Gourmet Foods & Gift Baskets		785,547			-		-		785,547			648,418			21.1	%
Corporate		591			-		-		591			1,105			-46.5	%
Intercompany eliminations		(1,464	)		-		-		(1,464	)		(1,541	)		5.0	%
Total net revenues	$	1,489,637		$	-	$	-	$	1,489,637		$	1,248,623			19.3	%

Gross profit:
1-800-Flowers.com Consumer Floral	$	233,941		$	-	$	-	$	233,941		$	195,100			19.9	%
		39.4	%						39.4	%		39.2	%

BloomNet		54,193			-		-		54,193			51,970			4.3	%
		48.5	%						48.5	%		50.5	%

Gourmet Foods & Gift Baskets		333,620			-		-		333,620			278,113			20.0	%
		42.5	%						42.5	%		42.9	%

Corporate		442			-		-		442			938			-52.9	%
		74.8	%						74.8	%		84.9	%

Total gross profit	$	622,196		$	-	$	-	$	622,196		$	526,121			18.3	%
		41.8	%		-		-		41.8	%		42.1	%

EBITDA (non-GAAP):
Segment Contribution Margin (non-GAAP) (a):
1-800-Flowers.com Consumer Floral	$	73,806		$	-	$	-	$	73,806		$	49,653			48.6	%
BloomNet		35,111			-		-		35,111			34,705			1.2	%
Gourmet Foods & Gift Baskets		110,627			-		5,177		115,804			82,319			40.7	%
Segment Contribution Margin Subtotal		219,544			-		5,177		224,721			166,677			34.8	%
Corporate (b)		(106,667	)		2,706		-		(103,961	)		(91,604	)		-13.5	%
EBITDA (non-GAAP)		112,877			2,706		5,177		120,760			75,073			60.9	%
Add: Stock-based compensation		8,434			-		-		8,434			6,310			33.7	%
Add: Compensation charge related to NQ Plan Investment Appreciation		347			-		-		347			729			-52.3	%
Adjusted EBITDA (non-GAAP)	$	121,658		$	2,706	$	5,177	$	129,541		$	82,112			57.8	%

	Years Ended
	June 28, 2020		% Change			June 30, 2019		% Change			July 1, 2018
	(dollars in thousands)
Net revenues:
E-Commerce	$	1,230,385		23.2	%	$	998,359		8.3	%	$	921,848
Other		259,252		3.6	%		250,264		8.8	%		230,073
	$	1,489,637		19.3	%	$	1,248,623		8.4	%	$	1,151,921

	Years Ended
	June 28, 2020									June 30, 2019									July 1, 2018
	Consumer Floral		BloomNet		Gourmet Foods & Gift Baskets		Consolidated			Consumer Floral		BloomNet		Gourmet Foods & Gift Baskets		Consolidated			Consumer Floral		BloomNet		Gourmet Foods & Gift Baskets		Consolidated
	(in thousands)
Net revenues
E-commerce	$	585,585	$	-	$	644,800	$	1,230,385		$	489,463	$	-	$	508,897	$	998,360		$	448,943	$	-	$	472,905	$	921,848
Retail		4,318		-		37,076		41,394			4,706		-		45,862		50,568			4,743		-		46,860		51,603
Wholesale		-		33,675		103,671		137,346			-		29,744		93,659		123,403			-		28,747		85,758		114,505
BloomNet Services		-		78,091		-		78,091			-		73,132		-		73,132			-		60,822		-		60,822
Other		3,294		-		-		3,294			3,596		-		-		3,596			3,774		-		-		3,774
Corporate		-		-		-		591			-		-		-		1,105			-		-		-		1,114
Eliminations		-		-		-		(1,464	)		-		-		-		(1,541	)		-		-		-		(1,745	)
Total net revenues	$	593,197	$	111,766	$	785,547	$	1,489,637		$	497,765	$	102,876	$	648,418	$	1,248,623		$	457,460	$	89,569	$	605,523	$	1,151,921

	Jun. 28, 2020		Mar. 29, 2020			Dec 29, 2019		Sep. 29, 2019			Jun. 30, 2019			Mar. 31, 2019			Dec 30, 2018			Sep. 30, 2018
	(in thousands, except per share data)
Net revenues:
E-commerce (telephonic/online)	$	382,400	$	231,851			487,084	$	129,050		$	217,477		$	204,361		$	458,821		$	117,700
Other		35,556		46,925			118,558		58,213			41,921			44,052			112,495			51,796
Total net revenues		417,956		278,776			605,642		187,263			259,398			248,413			571,316			169,496
Cost of revenues		248,530		171,324			336,470		111,117			154,164			150,893			316,489			100,956
Gross profit		169,426		107,452			269,172		76,146			105,234			97,520			254,827			68,540
Operating expenses:
Marketing and sales		100,378		78,606			127,404		56,839			75,855			71,163			119,664			52,954
Technology and development		14,262		11,900			11,733		10,803			11,062			11,511			10,906			10,279
General and administrative		33,207		20,031			22,634		21,522			23,174			22,447			21,603			20,430
Depreciation and amortization		9,245		7,803			7,830		7,635			7,125			7,028			7,969			7,843
Total operating expenses		157,092		118,340			169,601		96,799			117,216			112,149			160,142			91,506
Operating income (loss)		12,334		(10,888	)		99,571		(20,653	)		(11,982	)		(14,629	)		94,685			(22,966	)
Interest (income) expense, net		711		147			985		595			379			(30	)		1,430			990
Other income (expense), net		1,630		(2,605	)		975		(84	)		351			1,285			(1,266	)		274
Income (loss) before income taxes		13,253		(13,640	)		99,561		(21,332	)		(12,010	)		(13,314	)		91,989			(23,682	)
Income tax expense (benefit)		3,479		(3,983	)		25,409		(6,061	)		(3,705	)		(5,073	)		23,411			(6,416	)
Net income (loss)	$	9,774	$	(9,657	)	$	74,152	$	(15,271	)	$	(8,305	)	$	(8,241	)	$	68,578		$	(17,266	)

Basic net income (loss) per common share	$	0.15	$	(0.15	)	$	1.15	$	(0.24	)	$	(0.13	)	$	(0.13	)	$	1.07		$	(0.27	)

Diluted net income (loss) per common share	$	0.15	$	(0.15	)	$	1.12	$	(0.24	)	$	(0.13	)	$	(0.13	)	$	1.04		$	(0.27	)

Weighted average shares used in the calculation of net income (loss) per common share:
Basic		64,283		64,348			64,687		64,503			64,343			64,194			64,209			64,620
Diluted		66,385		64,348			66,401		64,503			64,343			64,194			66,136			64,620

	Payments due by period
	(in thousands)
	Fiscal 2021		Fiscal 2022		Fiscal 2023		Fiscal 2024		Fiscal 2025		Thereafter		Total
Purchase commitments	$	98,860	$	12,600	$	4,784	$	1,171	$	-	$	-	$	117,415

(a) (1) Index to Consolidated Financial Statements:
	Page
Report of Independent Registered Public Accounting Firm	F-1
Consolidated Balance Sheets as of June 28, 2020 and June 30, 2019	F-2
Consolidated Statements of Income for the years ended June 28, 2020, June 30, 2019 and July 1, 2018	F-3
Consolidated Statements of Comprehensive Income for the years ended June 28, 2020, June 30, 2019 and July 1, 2018	F-4
Consolidated Statements of Stockholders’ Equity for the years ended June 28, 2020, June 30, 2019 and July 1, 2018	F-5
Consolidated Statements of Cash Flows for the years ended June 28, 2020, June 30, 2019 and July 1, 2018	F-6
Notes to Consolidated Financial Statements	F-7

(a) (2) Index to Financial Statement Schedules:

Schedule II- Valuation and Qualifying Accounts	S-1
All other information and financial statement schedules are omitted because they are not applicable, or required, or because the required information is included in the consolidated financial statements or notes thereto.

Exhibit		Description

*2.1		Equity Purchase Agreement dated as of February 14, 2020, by an among 1-800-Flowers.com, Inc., 800-Flowers, Inc. PersonalizationMall.com, LLC, and Bed Bath & Beyond Inc. (Current Report on Form 8-K filed on February 18, 2020, Exhibit 2.1)
*3.1		Third Amended and Restated Certificate of Incorporation. (Quarterly Report on Form 10-Q filed on February 10, 2017, Exhibit 3.1)
*3.2		Amendment No. 1 to Third Amended and Restated Certificate of Incorporation. (Registration Statement on Form S-1/A (No. 333-78985) filed on July 22, 1999, Exhibit 3.2)
*3.3		Amendment No. 2 to Third Amended and Restated Certificate of Incorporation (Current Report on Form 8-K filed on December 15, 2016, Exhibit 3.1)
*3.4		Amended and Restated By-laws. (Registration Statement on Form S-1 (No 333-78985) filed on May 21, 1999, Exhibit 3.3)
*3.5		Amendment No. 1 to Amended and Restated By-laws (Current Report on Form 8-K filed on December 15, 2016, Exhibit 3.2)
*4.1		Specimen Class A common stock certificate. (Registration Statement on Form S-1/A (No. 333-78985 filed on July 9, 1999, Exhibit 4.1)
*4.2		See Exhibits 3.1, 3.2, 3.3, 3.4 and 3.5 for provisions of the Certificate of Incorporation and By-laws of the Registrant defining the rights of holders of Common Stock of the Registrant.
*10.1		Employment Agreement made October 4, 2016, effective as of July 4, 2016, between 1-800-Flowers.com, Inc. and James F. McCann (Current report on form 8-K filed on October 6, 2016, Exhibit 10.1)
*10.2		Employment Agreement made October 4, 2016, effective as of July 4, 2016, between 1-800-Flowers.com, Inc. and Christopher G. McCann (Current report on form 8-K filed on October 6, 2016, Exhibit 10.2)
*10.3		Section 16 Executive Officer’s Bonus Plan (as amended and restated as of September 14, 2016) (Quarterly Report on Form 10-Q filed on February 10, 2017, Exhibit 10.2)
*10.4		Nonqualified Supplemental Deferred Compensation Plan dated December 21, 2010 (Quarterly Report on Form 10-Q filed on November 14, 2016, Exhibit 10.24)
*10.5		2003 Long Term Incentive and Share Award Plan (as amended and restated as of October 22, 2009, as amended as of October 28, 2011 and September 14, 2016) (Quarterly Report on Form 10-Q filed on February 10, 2017, Exhibit 10.1)
*10.6		Form of Restricted Share Agreement under 2003 Long Term Incentive and Share Award Plan. (Annual Report on Form 10-K for the fiscal year ended June 29, 2008 filed on September 12, 2008, Exhibit 10.15)
*10.7		Form of Incentive Stock Option Agreement under 2003 Long Term Incentive and Share Award Plan. (Annual Report on Form 10-K for the fiscal year ended June 29, 2008 filed on September 12, 2008, Exhibit 10.16)
*10.8		Form of Non-statutory Stock Option Agreement under 2003 Long Term Incentive and Share Award Plan. (Annual Report on Form 10-K for the fiscal year ended June 29, 2008 filed on September 12, 2008, Exhibit 10.17)
*10.9		Form of Restricted Share Agreement under 2003 Long Term Incentive and Share Award Plan (Quarterly Report on Form 10-Q filed on February 10, 2012, Exhibit 10.20)
*10.10		Form of Performance Restricted Share Agreement under 2003 Long Term Incentive and Share Award Plan (Quarterly Report on Form 10-Q filed on February 10, 2012, Exhibit 10.21)
*10.11		Form of Non-Statutory Stock Option Agreement under 2003 Long Term Incentive and Share Award Plan (Quarterly Report on Form 10-Q filed on February 10, 2012, Exhibit 10.22)
*10.12		Credit Agreement dated as of September 30, 2014 among 1-800-Flowers.com, Inc., the Subsidiary Borrowers party thereto, and JP Morgan Chase Bank, N.A., as administrative agent (Quarterly Report on Form 10-Q filed on November 7, 2014, Exhibit 10.24)
*10.13		Amended and Restated Credit Agreement dated as of December 23, 2016 among 1-800-FLOWERS.COM, Inc., the subsidiary borrowers party thereto, the guarantors party thereto, the lenders party thereto and J.P. Morgan Chase Bank, N.A., as Administrative Agent (Quarterly Report on Form 10-Q filed on February 10, 2017, Exhibit 10.3)
*10.14		Lease, dated May 20, 2005, between Treeline Mineola, LLC and 1-800-FLOWERS.COM, Inc. (Annual Report on Form 10-K for the fiscal year ended July 3, 2005 filed on September 15, 2005, Exhibit 10.26)
*10.15		Amendment to Equity Purchase Agreement dated July 20, 2020 (Current Report on Form 8-K filed on July 22, 2020, Exhibit 10.1)
21.1		Subsidiaries of the Registrant.
23.1		Consent of Independent Registered Public Accounting Firm.
31.1		Certification of the principal executive officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2		Certification of the principal financial officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1		Certifications pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS		XBRL Instance Document
101.SCH		XBRL Taxonomy Extension Schema Document
101.CAL		XBRL Taxonomy Calculation Linkbase Document
101.DEF		XBRL Taxonomy Extension Definition Linkbase Document
101.LAB		XBRL Taxonomy Extension Label Document
101.PRE		XBRL Taxonomy Definition Presentation Document

	June 28, 2020			June 30, 2019
Assets
Current assets:
Cash and cash equivalents	$	240,506		$	172,923
Trade receivables, net		15,178			12,374
Inventories		97,760			92,361
Prepaid and other		25,186			25,580
Total current assets		378,630			303,238

Property, plant and equipment, net		169,075			166,681
Operating lease right-of-use assets		66,760			-
Goodwill		74,711			62,590
Other intangibles, net		66,273			59,615
Other assets		18,986			14,316
Total assets	$	774,435		$	606,440

Liabilities and Stockholders' Equity
Current liabilities:
Accounts payable	$	25,306		$	25,704
Accrued expenses		141,741			96,793
Current maturities of long-term debt		5,000			5,000
Current portion of long-term operating lease liabilities		8,285			-
Total current liabilities		180,332			127,497

Long-term debt		87,559			91,973
Long-term operating lease liabilities		61,964			-
Deferred tax liabilities		28,632			28,898
Other liabilities		16,174			15,361
Total liabilities		374,661			263,729

Commitments and contingencies (Note 17)

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, 53,704,477 and 53,084,127 shares issued in 2020 and 2019, respectively		537			530
Class B common stock, $.01 par value, 200,000,000 shares authorized, 33,822,823 shares issued in 2020 and 2019		338			338
Additional paid-in capital		358,031			349,319
Retained earnings		167,523			108,525
Accumulated other comprehensive loss		(243	)		(269	)
Treasury stock, at cost, 17,963,551and 17,209,093 Class A shares in 2020 and 2019, respectively, and 5,280,000 Class B shares in 2020 and 2019		(126,412	)		(115,732	)
Total stockholders’ equity		399,774			342,711
Total liabilities and stockholders’ equity	$	774,435		$	606,440

															Accumulated
	Common Stock										Additional		Retained		Other								Total
	Class A				Class B						Paid-in		Earnings		Comprehensive			Treasury Stock					Stockholders’
	Shares		Amount		Shares			Amount			Capital		(Deficit)		Loss			Shares		Amount			Equity

Balance at July 2, 2017		51,227,779	$	513		33,901,603		$	339		$	337,726	$	32,638	$	(187	)		19,989,731	$	(88,790	)	$	282,239

Net income		-		-		-			-			-		40,791		-			-		-			40,791
Translation adjustment		-		-		-			-			-				(13	)		-		-			(13	)
Conversion of Class B stock into Class A stock		78,780		1		(78,780	)		(1	)		-		-		-			-		-			-
Stock-based compensation		622,734		5		-			-			3,721		-		-			-		-			3,726
Exercise of stock options		142,000		1		-			-			336		-		-			-		-			337
Acquisition of Class A treasury stock		-		-		-			-			-		-		-			1,269,059		(12,176	)		(12,176	)
Balance at July 1, 2018		52,071,293		520		33,822,823			338			341,783		73,429		(200	)		21,258,790		(100,966	)		314,904

Net income		-		-		-			-			-		34,766		-			-		-			34,766
Translation adjustment		-		-		-			-			-		-		(69	)		-		-			(69	)
Stock-based compensation		411,600		4		-			-			6,306		-		-			-		-			6,310
Exercise of stock options		601,234		6		-			-			1,230		-		-			-		-			1,236
Other		-		-		-			-			-		330		-			-		-			330
Acquisition of Class A treasury stock		-		-		-			-			-		-		-			1,230,303		(14,766	)		(14,766	)
Balance at June 30, 2019		53,084,127		530		33,822,823			338			349,319		108,525		(269	)		22,489,093		(115,732	)		342,711

Net income		-		-		-			-			-		58,998		-			-		-			58,998
Translation adjustment		-		-		-			-			-		-		26			-		-			26
Stock-based compensation		470,350		5		-			-			8,429		-		-			-		-			8,434
Exercise of stock options		150,000		2		-			-			283		-		-			-		-			285
Acquisition of Class A treasury stock		-		-		-			-			-		-		-			754,458		(10,680	)		(10,680	)
Balance at June 28, 2020		53,704,477	$	537		33,822,823		$	338		$	358,031	$	167,523	$	(243	)		23,243,551	$	(126,412	)	$	399,774

Building and building improvements (years)	10	-	40
Leasehold improvements (years)	3	-	10
Furniture, fixtures and production equipment (years)	3	-	10
Software (years)	3	-	7
Orchards in production and land improvements (years)	15	-	35

	Shari’s Berries Preliminary & Final Purchase Price Allocation
	(in thousands)
Current assets	$	1,029
Intangible assets		7,540
Goodwill		12,121
Total assets acquired		20,690

Current liabilities		190
Net assets acquired	$	20,500

	Consumer Floral		BloomNet		Gourmet Foods & Gift Baskets		Total
	(in thousands)

Balance at July 1, 2018	$	17,441	$	-	$	45,149	$	62,590
Balance at June 30, 2019	$	17,441	$	-	$	45,149	$	62,590
Acquisition of Shari’s Berries	$	-	$	-	$	12,121	$	12,121
Balance at June 28, 2020	$	17,441	$	-	$	57,270	$	74,711

					June 28, 2020						June 30, 2019
	Amortization Period				Gross Carrying Amount		Accumulated Amortization		Net		Gross Carrying Amount		Accumulated Amortization		Net
	(in years)				(in thousands)
Intangible assets with determinable lives

Investment in licenses		14	-	16	$	7,420	$	6,253	$	1,167	$	7,420	$	6,148	$	1,272
Customer lists		3	-	10		12,825		10,474		2,351		12,184		9,798		2,386
Other		5	-	14		2,946		2,382		564		2,946		2,280		666
Total intangible assets with determinable lives						23,191		19,109		4,082		22,550		18,226		4,324

Trademarks with indefinite lives						62,191		-		62,191		55,291		-		55,291

Total identifiable intangible assets					$	85,382	$	19,109	$	66,273	$	77,841	$	18,226	$	59,615

	Carrying Value		Fair Value Measurements Assets (Liabilities)
			Level 1		Level 2		Level 3
	(in thousands)
Assets (liabilities) as of June 28, 2020:
Trading securities held in a “rabbi trust” (1)	$	13,442	$	13,442	$	-	$	-
	$	13,442	$	13,442	$	-	$	-

Assets (liabilities) as of June 30, 2019:
Trading securities held in a “rabbi trust” (1)	$	11,816	$	11,816	$	-	$	-
	$	11,816	$	11,816	$	-	$	-

	Options			Weighted Average Exercise Price		Weighted Average Remaining Contractual Term		Aggregate Intrinsic Value
						(in years)		(in thousands)
Outstanding beginning of period		1,365,000		$	2.48
Granted		15,000		$	20.72
Exercised		(150,000	)	$	1.90
Forfeited/Expired		-		$	-
Outstanding end of period		1,230,000		$	2.77		1.3	$	21,043

Exercisable at June 28, 2020		1,215,000		$	2.55		1.3	$	21,043

		Options Outstanding						Options Exercisable
Exercise Price		Options Outstanding		Weighted- Average Remaining Contractual Life		Weighted- Average Exercise Price		Options Exercisable		Weighted- Average Exercise Price
				(in years)
$	1.79		205,000		0.3	$	1.79		205,000	$	1.79
$	2.63		1,000,000		1.4	$	2.63		1,000,000	$	2.63
$	10.20		10,000		4.8	$	10.20		10,000	$	10.20
$	20.72		15,000		9.9	$	20.72		-	$	-
			1,230,000		1.3	$	2.77		1,215,000	$	2.55

	Shares			Weighted Average Grant Date Fair Value

Non-vested – beginning of period		1,438,592		$	10.81
Granted		759,554		$	13.32
Vested		(470,350	)	$	10.40
Forfeited		(119,328	)	$	12.15
Non-vested - end of period		1,608,468		$	12.01

	Years ended
Operating Income from Continuing Operations	June 28, 2020			June 30, 2019			July 1, 2018
	(in thousands)
Segment Contribution Margin:
1-800-Flowers.com Consumer Floral	$	73,806		$	49,653		$	50,808
BloomNet		35,111			34,705			31,683
Gourmet Foods & Gift Baskets		110,627			82,319			70,927
Segment Contribution Margin Subtotal		219,544			166,677			153,418
Corporate (a)		(106,667	)		(91,604	)		(79,901	)
Depreciation and amortization		(32,513	)		(29,965	)		(32,469	)
Operating income	$	80,364		$	45,108		$	41,048

	Year Ended
	June 28, 2020
	(in thousands)
Lease costs:
Operating lease costs	$	13,646
Variable lease costs		14,706
Short-term lease cost		6,638
Sublease income		(941	)
Total lease costs	$	34,049

	June 28, 2020
	(in thousands)
Weighted-average remaining lease term - operating leases (in years)	9.6
Weighted-discount rate - operating leases		3.8	%

2021	$	10,812
2022		10,038
2023		9,890
2024		9,530
2025		7,163
Thereafter		37,802
Total Future Minimum Lease Payments		85,235
Less Imputed Remaining Interest		14,986
Total	$	70,249

2020	$	16,588
2021		13,490
2022		12,081
2023		9,957
2024		9,498
Thereafter		44,953
Total Future Minimum Lease Payments	$	106,567

			Additions
Description	Balance at Beginning of Period		Charged to Costs and Expenses		Charged to Other Accounts- Describe		Deductions- Describe (a)			Balance at End of Period

Reserves and allowances deducted from asset accounts:

Reserve for estimated doubtful accounts-accounts/notes receivable

Year Ended June 28, 2020	$	2,777,000	$	4,143,000	$	-	$	(1,255,000	)	$	5,665,000
Year Ended June 30, 2019	$	2,418,000	$	1,383,000	$	-	$	(1,024,000	)	$	2,777,000
Year Ended July 1, 2018	$	1,846,000	$	1,068,000	$	-	$	(496,000	)	$	2,418,000

Valuation allowance for deferred tax assets

Year Ended June 28, 2020	$	9,872,000	$	37,000	$	-	$	(228,000	)	$	9,681,000
Year Ended June 30, 2019	$	9,972,000	$	-	$	-	$	(100,000	)	$	9,872,000
Year Ended July 1, 2018	$	11,772,000	$	232,000	$	-	$	(2,032,000	)	$	9,972,000